


The Island Misadventures of Ben and Charmcaster

by GrayNeko



Category: Ben 10 Series
Genre: Abuse, Anal Sex, Angst, Child, Domination, Double Penetration, F/M, Fingering, Hand Jobs, Oral, Teenager, Violence, Xenophilia
Language: English
Status: Completed
Published: 2020-12-12
Updated: 2020-12-17
Packaged: 2021-03-10 21:28:37
Rating: Explicit
Warnings: Rape/Non-Con, Underage
Chapters: 7
Words: 43,525
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/28023990
Author URL: https://archiveofourown.org/users/GrayNeko/pseuds/GrayNeko
Summary: Ben and Charmcaster must put aside their differences after being stranded on a strange island full of dangerous and exotic flora and fauna. Will they learn to work together to survive or kill each other before the first day is over?
Relationships: Charmcaster/Ben Tennyson
Comments: 5
Kudos: 41





	1. A Rough Start

Sometimes Ben Tennyson didn’t know if he was the luckiest kid on earth or the most cursed. On one hand he had the Omnitrix, an alien device that allowed him to transform into a variety of super powered aliens and have tons of fun being a hero, and on the other, on occasion, he was sucked into a magical vortex and spat out to strange and exotic places, as was the case at this very moment.

He couldn’t help the scream that escaped his ten year old frame as he fell through the air while he frantically beat at the Omnitrix whose face plate was a blaring red color, meaning it needed time to recharge. He turned in the air to see exactly what he was going to smash into and almost cried with joy to see water below him. That joy didn’t last long as he hit the water and almost blacked out as it felt like slamming into a wall. He fought to get his head above water and nearly choked as he tried to swallow his first breath of air. After a few more panicked breaths he began treading water with some difficulty, his clothes and shoes were making it really hard. He slowly spun in a circle, looking for any place he could swim to and breathed out a sigh of relief to see he was actually in a small bay with a beach not too far away. He began struggling towards it when the sound of something else hitting the water filled his ears.

He spun as quick as he could, expecting to see either his cousin Gwen or his grandpa Max or even both. He didn’t see anything for a moment and then a pile of purple bobbed to the surface and it wasn’t until Ben saw the argent hair swirling in the water did he recognize who it was.

“Charmcaster!” Ben exclaimed, kicking and thrashing towards her instinctively when he realized she was face down in the water. Even if he had the time to argue with himself over what he was doing he would have saved her because despite her being the reason he was in this situation in the first place and her homicidal intentions towards him and his family, she was possibly his only chance of getting out of wherever this was. He wrapped an arm around her chest as his other hand grabbed a handful of her long silver hair and pulled her face out of the water. She immediately coughed up some water but remained unconscious, her head slumping forward as Ben let go of her hair so he could use the arm to better swim towards the shore.

If he hadn’t been in such a rush to save her life he might have freaked out as the hand he had on her chest was full of her teenage breast.

By the time he reached water shallow enough to stand in, Ben was exhausted. Swimming with all his cumbersome clothes had been draining enough, dragging a teenage girl whose get up consisted almost entirely of leather was probably the most arduous physical endeavor he had attempted in his short, but very full, span of life. Still he mustered up the strength to drag her out of the water a full five feet beyond the edge of the farthest reaching wave. As soon as that was done though he collapsed beside her and closed his eyes, trying to stave off the desire to fall asleep, which got a lot easier when he realized he couldn’t hear Charmcaster breathing. He shot up and grabbed the girl’s face, turning it towards him to see her lips had paled in color.

Ben wracked his brain trying to figure what he was supposed to do, why hadn’t he paid more attention during those stupid swimming safety lessons?! Something about pushing on her chest maybe? Ben hurriedly fumbled with the buttons on her coat, finally tearing the last of them to expose the top of her sleeveless one piece. He couldn’t stop the blush that came to his cheeks as he put his hands between her breasts and pushed several times but felt better when he was rewarded with her coughing up a little water. Still she didn’t seem much better and then he remembered another chunk of the lessons, though he felt rather hesitant to use it, like he had much choice.

He took a deep breath and lowered his face to Charmcaster’s, pressing his lips to hers clumsily before trying to force air down her lungs. Most of his breath was wasted as it blew back into his face through her nostrils but enough made its way to her lungs to work and Ben fell back as Charmcaster began stirring. She coughed up more water as she rolled over, pushing herself up on her hands and knees as she gagged.

Ben watched tentatively as she raised her head, brushing wet strands of sterling hair out of her lavender eyes. Her head turned and their eyes locked, Ben’s breath hitched for a moment before they were both reaching for their weapons, Ben for the Omnitrix and Charmcaster to the bag at her hip.

Charmcaster stiffened when she found her bag gone and Ben was still dealing with a timed out Omnitrix. They looked to each other again and Ben shrugged.

“Uh, can we at least talk a little before we go back to trying to kill each other?”

“Talk? What would I have to say to a worm like you?” Charmcaster scoffed as she stood up, towering over Ben.

Ben’s brows furrowed as he made it to his feet so she didn’t seem so imposing.

“How about where we are?” Ben asked indignantly as he casts his arms out to either side to take in the white sand stretching up and down the beach and the dense jungle farther inland.

Charmcaster narrowed her eyes in disdain before turning her head to take in the landscape. She looked up and down the beach several times before looking towards the forest and then out to the ocean beyond their little bay.

“I have no idea where we are. The spell I had been casting before your bratty sister messed it up was supposed to have obliterated you all.”

“Gee, that makes me feel so much better. And Gwen is my cousin!”

“Whatever,” Charmcaster replied flippantly before she realized her coat had been torn open. Her cold demeanor melted away as she stalked towards Ben, her silver brows furrowed into steep valleys as she bared her teeth in a snarl. “What did you do you little freak?! Did you try to cop a feel you fucking pervert?”

She shoved Ben as she shrieked and Ben did his best to back up and hold up his arms defensively lest she take a swing at him. He wasn’t in the habit of fighting girls (he didn’t consider the roughhousing he and Gwen got into so often fighting) so he was trying to keep his outrage at her accusations in check.

And then Charmcaster snaked her arm out and slapped Ben across the face.

“That’s enough!” Ben yelled as he shoved Charmcaster back to stop her in her tracks and jabbed a finger in her face. “I saved your worthless life! You would have drowned if I hadn’t done anything and then I kept you from suffocating after I dragged your heavy ass out of the water, so you know, no big deal or anything!”

Ben panted as he and Charmcaster glared at each other, waiting for someone to make the next move.

“Don’t ever touch me again!” Charmcaster growled.

“Yeah, sure, ‘cause I really enjoy getting smacked around. I tell you what, the next time your life is in danger I won’t lift a finger, will that make yo- Hey, where are you going?” Ben yelled as Charmcaster turned away from him and began marching towards the jungle.

“Just because we’re both stuck here for now doesn’t mean I have to put up with your presence,” Charmcaster said over her shoulder.

Ben sighed and let his arms drop to his sides, he was still wet, sandy, and tired and yet somehow he felt that his day had not truly begun to suck. With a hung head he followed after Charmcaster.

It took her a moment to realize Ben was following and when she did it did not improve her mood.

“Back off you little prick!” She yelled as she spun to face Ben.

Once again Ben went on the defensive by holding his hands up before him.

“Hey, you’re my best ticket home so I go where you go. Besides, I don’t think it’s a good idea for us to be going anywhere alone, incase Grandpa Max or Gwen figure out a way to bring us back.”

Charmcaster tilted her head just barely as she looked at Ben with an unreadable expression.

“You’re rather honest, in a rude way, it’s… refreshing. But I will beat you to death if you so much as glance at me wrong.”

It seemed that that was the best their relationship was going to get in Ben’s opinion as she turned back to the trail and kept going. Ben followed several steps behind and began trying to get the Omnitrix to do anything but show him a red face. Just as he thought he was making progress a thought occurred to him, trail? Ben’s head snapped up and sure enough, he and Charmcaster were walking down a well trodden path through the jungle.

“Hey, doesn’t this look a little weird to you?”

Charmcaster glanced back and shrugged, “Maybe there are people here. Or maybe this is just Hawaii.”

Ben’s eyes were drawn to an impossibly huge flower a ways off the path, its face had to be ten feet wide and its petals were almost metallic gold in color.

“Yeah, I don’t think so,” Ben said before he noticed the path seemed to be fading. The number of strange flowers also jumped out at him, they were suddenly everywhere and it gave Ben a bad feeling.

Charmcaster’s scream seemed to punctuate that feeling as Ben saw her lifted into the air by what he thought was a snake but was actually a vine on closer inspection. Ben just jumped out of the way as one tried to wrap itself around his foot and as he tried to look in every direction he saw the flowers were actually shuffling closer to the both of them.

As if sensing the danger Ben heard the Omnitrix let out a chime that meant it had recharged. He didn’t have enough time to really select an alien to fight these things so he put his faith in the device and hoped it didn’t stick him with Greymatter as he smashed the raised plunger back down. Green light flashed through the jungle and a roar shook the trees as Wildmutt snapped his jaws at the air and leapt into action.

Charmcaster kicked at the vine that had grabbed her other leg but the more she fought the more vines she found entangling her. Within seconds her free leg and arms were both held tight and more vines were wrapping themselves all over her body. Just when she thought it couldn’t get any worse her eyes shot wide open as the vines seemed be working their way over her body and towards her nether regions.

“God damn it! Hey hero boy, where the hell are you? Get these things the fuck off me!” Charmcaster screamed as she fought harder with panic imbued strength.

She watched from an upside down vantage point as Ben, in the form of his alien mongrel Wildmutt, jumped from flower to flower, tearing them apart with his powerful forelimbs and biting or clawing through any vines he came across mid-jump.

“Hurry up!!” Charmcaster cried as she tried to fight the flush coming to her cheeks, the vines were probing between her legs quite vigorously and she feared her clothing wouldn’t hold out much longer. She stiffened as a vine found its way to her pants leg and began squirming its way under her clothes while another wrapped itself around her neck, cutting off her voice and forcing her to clench her mouth shut to keep it from squirming down her throat.

Tears fell to the ground as Charmcaster began to panic in earnest, losing what little composure she had left before she found herself falling for the second time that day. Luckily the ground wasn’t so far away and she merely had the wind knocked out of her as Ben landed beside her and let out a vicious roar.

It seemed to do the trick as what was left of the monstrous flowers began to retreat, pulling back their vines as they shuffled out of sight. Charmcaster coughed and tore the vines from her body with frantic vigor, tears still leaking from her eyes.

“Get off! Get off! Get off!” She whispered over and over to herself, still pulling at the vines even though there weren’t any left on her, as if she were trying to remove the feeling of them crawling over her body.

As she was still trying to get a hold of herself something touched her shoulder and she reflexively lashed out for fear of it being another monster plant. Too late she realized it was Ben trying to see if she was all right. He reared up, snarling in surprise but looking much more threatening to Charmcaster. She dove out of the way and wound up landing in a pile of gunk face first.

As she wiped the green ooze out of her eyes she saw the source was the torn remnants of one of the plants, they were oozing the stuff all over the place. As she continued to try and clean herself she heard the most bizarre coughing sound. Fearing a new threat she spun and found the source of the sound was Ben as he lay on his back, his legs flailing wildly. At first she thought he was choking but then she realized he was laughing, or the least the closest he could come to laughter with his animal throat.

Watching him sit there and laugh at her made Charmcaster see red. It felt like he was making light of what just happened to her. The next thing she knew she was grabbing hold of a softball sized chunk of plant and hurling it with a practiced throw.

It would have been easy for Ben to dodge had he been on his feet instead of rolling on his back. As it was his head snapped up just in time for the projectile to collide with his neck, goo splattering all over his gills, partially blinding him.

Charmcaster felt a little better as she watched Ben struggle, even laughed a little as he thrashed his legs in the air as he tried to clear his gills. However she quickly grew bored of watching Ben make it to his feet only to stumble after a step and end up on his back again. She decided she wanted to be clean of the crap from the plants and headed back towards the beach.

As she followed the trail back she heard a low rumbling that grew into a growl. Glancing over her shoulder showed her Ben approaching, plant ooze dripping from his mouth.

“Is that supposed to be scary?” Charmcaster sighed as she turned back to watch her step, the last thing she needed now was a twisted ankle.

Then the sound Ben was making changed, it wasn’t like the normal assortment of gross gurgles, it was feral and threatening, a promise of real danger.

Charmcaster dove to the side when she felt the hairs on the back of her neck stand up but wasn’t fast enough as Ben lunged forward with claws extended and fangs bared. He caught the tail of her coat with his claws and she was suddenly yanked backwards. She tumbled ass over tea kettle before landing face down in the dirt, disoriented and feeling bruises already forming. She didn’t stay down for long, she pushed herself onto her hands and knees before rolling to avoid another swipe. She tried to crawl but he grabbed hold of her coat again so she shucked the thing before he could toss her around with it again. She looked over her shoulder as she jumped to her feet and saw Ben licking off all the plant gunk before tearing her coat to shreds to get at any left.

“What the hell is wrong with you?” She yelled as she ran towards the beach, her lungs already burning as she tried to come up with a plan. Ben seemed more interested in that plant crap, if she could get to the water she could wash the stuff off her but Ben was way too fast in his alien form. She had to distract him somehow and she soon realized that with gobs of plant ooze still smeared all over her one piece suit there was only one way she was going to be able to pull it off.

Charmcaster slipped behind a screen of broad leafed plants and began stripping off her outfit. Her fingers fumbled with the many zippers and buttons of her suit, she normally used magic to put her outfit on but the spell wouldn’t work without her bag. She kicked her boots off and jumped out of her suit just as Ben came crashing through the brush, charging almost drunkenly.

Charmcaster threw her outfit to the side and spared a backwards glance long enough to see Ben veer off towards it before she began a dead run for the beach. Just as she broke through the tree line she heard Ben’s thunderous footsteps quickly approaching. Desperation fueled an extra burst of speed and as soon as her feet hit wet sand she dove into the waves. She kicked for all she was worth, determined to reach deeper water before her burning lungs forced her to rise. As her head broke the surface she saw a green light through her eyelids and when she opened her eyes there stood a very confused Ben who was looking around wildly.

“Uh, what just happened?”

If she hadn’t been soaking wet and in only her bra and panties she would have jumped out of the water and strangled him right then and there. Instead she sank back down into the water so only her head was visible.

“You attacked me you maggot!”

“What?!”

“You lost your mind or something and nearly killed me! Now take off your shirt.”

“Um, why?”

“Because you tore my clothes apart.”

“Does… does that mean you’re naked in there?”

“What kind of question is that?! Now give me your shirt!”

Ben reluctantly pulled his shirt off and tossed it to Charmcaster who caught it as she came to waist deep water and held it over her bosom.

“Now turn around.”

“Geez, bossy much?” Ben huffed.

“Listen you little shit! This is all your fault, so just do as I say and turn around!”

Ben mumbled to himself but complied, folding his arms as he tapped his foot waiting for her to tell him it was okay to turn back around. He realized she wasn’t going to say anything after what must have been a whole minute passed so he dared to sneak a look out of the corner of his eye and found her gone. He spun around and saw her footprints leading back into the jungle.

“What is wrong with her? Does she not get that jungle equals people eating plants or worse?” Ben complained to himself as he found himself back on the trail. Fortunately he found her only a little ways in, wrapping the remnants of her coat around her waist as a makeshift skirt.

Ben nearly swallowed his tongue as Charmcaster turned around and he got his first real look at her in his shirt. His shirt had always been a little baggy on his ten year old frame and on Charmcaster it was tight, tight and short. It left her midriff bare and seemed to make her breasts more apparent, the fabric clinging to them in a way that had Ben fighting to keep from blushing. It didn’t help that it was partially transparent and he could see her purple bra and stiff nipples.

“Wow,” Ben said under his breath, but not softly enough apparently as Charmcaster turned a baleful eye on him.

But instead of yelling at him or assaulting him she simply pushed past him, if a bit forcefully. He followed quietly, a somber mood laden with guilt settling over him once he really saw the state of her coat after he’d been staring at her ass. He tilted his head as she stepped off the path, reappearing almost immediately with another pile of rags in one hand and her shoes in the other. It took Ben a moment to figure out the rags were the remains of her one piece outfit and he actually took a step back at the venomous glare she shot him.

“Look, Charmcaster, I’m sorry. I don’t know what happened but I am sorry that it did happen. Can we just try to survive here now?”

Charmcaster was still as a statue before letting out a long breath and turning towards the beach.

“Fine, but if anything like this happens again I will cave your skull in while you sleep.”

Ben almost laughed as her words reminded him of what she had said earlier, it really did seem that their relationship was going to be semi-homicidal at best.

***

Ben and Charmcaster, after several heated arguments, finally settled on who would be doing what to help them survive. They both agreed that staying on the beach was for the best for now and had begun setting up a camp near a small stream of fresh water that fed into the bay. Ben was gathering wood for a fire while Charmcaster stalked the shallow waters with a pointy stick. Her pent up aggression made it the better job for her at the moment while Ben was thinking about what Charmcaster had said happened to him.

He didn’t like the idea that he hadn’t been in control of himself, he’d had a bad experience with one of his other aliens asserting its own consciousness and he would really hate it if that was the case again. It bothered him so much that it even had him afraid of using the Omnitrix at the moment and thus his slow progress in finding anything worth burning.

By the time he had built up a big enough stack of branches and dried leaves the sun was starting to dip into the ocean. He looked up and down the beach for Charmcaster and spotted her making her way back from one of the crescent tips of the bay. She seemed in a slightly better mood as the stick she held had several creatures speared on it. Ben was scratching his head trying to figure out how to get what he had gathered lit when she finally reached him.

“What are you waiting for? Get this fire going already.”

Ben gritted his teeth at her tone, talking down to him like he was there to serve her.

“I would but I don’t have anything to make a spark. None of the rocks I found have worked.”

“Idiot, don’t you have an alien made of fire? Do I have to do all the thinking for you?!”

Ben jumped up as she berated him, nearly snarling as he stabbed a finger at her, “Yeah, and the last time I used the Omnitrix the alien I turned into nearly mauled you to death! I don’t want it to time out and find your charbroiled corpse smoking on the beach okay!?”

Charmcaster actually seemed surprised, taking a step back in shock as her eyes widened a fraction. They stared at each other in silence before simultaneously looking away. Charmcaster was the first to move after that, raising her free hand towards the pile of wood and snapping her fingers. They both looked to the pile of wood expectantly but nothing happened. Charmcaster narrowed her eyebrows and snapped her fingers again and still nothing happened.

Clearly flustered she held her hand close to her face and snapped her fingers, her face paling as nothing continued to happen.

“What’s wrong?” Ben asked, not sure what he was missing, only that there was something he wasn’t getting.

“N-nothing, just get the fire lit!” Charmcaster said, covering her apparent uneasiness with her typical haughty and rude attitude.

“Alright, just give me a minute to think of something,” Ben snapped back, frowning at the pile of sticks, moss, and leaves as he tried to come up with something.

What would Gwen do? Probably have a magnifying lens on her and use that to start the fire. But he wasn’t his dorky cousin so that didn’t help at all. What about Grandpa Max? He had all kinds of useful little tricks for stuff like this and the more Ben thought about it the more he was sure he finally had something. He quickly gathered a straight bit of stick and a slab of bark that he put some leaves and moss on. He set the stick into the pile of leaves and moss and began spinning the stick between his hands, back and forth as quickly as possible.

His arms burned at the further demands placed on them, hadn’t they done enough today? But Ben ignored the ache of his muscles and the painfully hot friction building on his palms, forcing himself to keep spinning the stick until…

A flicker of flame came into existence and caught hold of the moss and leaves, smoking at first before bursting into a real tongue of fire that Ben quickly set into the pile he had built.

He sat back and admired his work before jumping at finding Charmcaster’s hands on his arm. He looked at her cautiously and found her looking at his hand which was raw and red and just now starting to ache with a burning sensation.

“We should put your hands in water,” she said, guiding Ben to the small stream. Ben flinched at how painfully cold the water was and tried to pull his hands free but Charmcaster held them there until he couldn’t feel his fingers anymore.

After that Ben sat and flexed feeling back into his hands as Charmcaster used a piece of sea shell she had found to sharpen more sticks to individually cook what she had caught. The creatures looked like a mix of a starfish and a regular fish with appendages around their fishy heads.

“Why does a starfish-fish taste like carrots?” Ben asked after his first bite into one of the meaty appendages.

“At least it’s edible,” Charmcaster said quietly.

Ben took that as a sign she didn’t want to talk anymore so he swallowed the joke he was going to make about Grandpa Max’s cooking and ate in silence. Once they had eaten and drank from the stream they sat on opposite sides of the fire, staring at each other over the flames. Ben quickly grew uncomfortable with looking into Charmcaster’s purple eyes, she was giving him the feeling that she was mentally dissecting him, so he dropped his gaze and stared into the flames. As he did he suddenly had Wildmutt’s memories flashing through his head, his body frozen as the lost time played itself out.

“It was the plant gunk,” he said softly, earning a glare from Charmcaster. “Some of it got in my mouth after you hit me with it. It felt like sparks were traveling through my brain while my tongue melted with the overpowering flavor. It made everything feel… better, the mossy ground beneath my feet seemed to be made of pillows and the slightest bit of sunlight that made it through the trees warmed me all over. It even seemed to make my senses stronger. I could pick out individual plants of the same type based on smell and if I stood still I swear I could actually hear the trees growing. And then I had to have more of it and you were covered in the stuff…”

Ben grew quiet as tears began to leak from his eyes and he rubbed at them with the back of his hand.

“I’m sorry… I really am. I could have really hurt you and I don’t know how I would have been able to live with myself if I did anything like that.”

It was quiet except for the sound of the flames crackling and popping.

“You’d have gotten over it. After all, I have a history of trying to kill you,” Charmcaster said, looking at the sand as she drew patterns in it, the corners of her mouth pulling down in a frown.

“I may be a jerk a lot of the time to almost everyone I know but I don’t hurt people, I can’t hurt people.”

“Don’t say ‘can’t’, you never know what you can or can’t do until you have no choice left.”

“What’s that supposed to mean?” Ben asked, wrinkling his nose at her.

Charmcaster let out an exasperated sigh as she rolled her eyes skyward.

“People will hurt each other if it serves their self-interest.”

“Yeah, well in case you haven’t noticed I’m a hero, I’m not supposed to let things like that happen. I’m better than that.”

“Well hero, what do you want to do now that you’ve gotten that off your chest?”

Ben yawned as he wiped dried tears from his eyes, “We need to rest and check out more of this place when there’s light. Do you think we should sleep in shifts?”

Charmcaster shook her head as she blinked heavily, “I think we’re both too exhausted for that, we’ll have to risk it.”

Ben nodded his agreement and began laying down broad flat leaves he had gathered earlier, he thought they might help keep him from waking up with sand in weird places. A sudden onset of drowsiness had his head drooping as he finished laying down his bunch of leaves and then he noticed Charmcaster was laying hers down next to his.

“Uh, what are you doing?”

“It will get cold later and that fire won’t last forever. We’ll need to keep each other warm.”

“Are you sure about that?”

“Listen moron, I’m not thrilled with this either but it’s our only option for now so just lie down and go to sleep.”

Ben slowly complied, stiffening a little when he felt Charmcaster touch him and then relaxing when he realized they would be sleeping back to back. Still he lay there for a long while, listening to the waves and the sound of the jungle for any threat before exhaustion finally claimed him.


	2. Fake Diamonds aren't a Girl's Best Friend

Ben slowly awoke to find himself shivering, the sun had risen but was still kept hidden by the jungle behind them, leaving the morning chill like a blanket on the beach. As he prepared to get up he froze as an arm wrapped itself around his stomach and he felt a breath on the back of his neck. Charmcaster had rolled over in her sleep and actually snuggled up against him. Ben would have never thought her the snuggling type and then things took a turn for the weird.

Charmcaster squeezed him tight, pulling him into the curve of her body and he could feel her breasts pressed against his back, making his cheeks red and his pants tight. As she continued to hold him to her the hand she had on his stomach began to shift up and down his abdomen like she was looking for something before suddenly diving into his pants.

Ben wasn’t sure if she was awake or not but he didn’t so much as breath as her hand continued to inch towards his crotch. His heart beat like a marathoner’s as his sense of touch became almost painfully acute, sending jolts up his spine with every slide of her hand and tap of her fingers. His dick was excruciatingly stiff as her hand finally made it to the base. He was as apprehensive as he was excited at what she would do next when Charmcaster grumbled in her sleep and rolled away, pulling her hand out of his pants as easily as she had slipped it in.

Ben shot to his feet as soon as she was off of him and stripped off all his clothes before dashing to the water. The freezing waves were agonizingly brisk but it was the better alternative than being caught beating off to get rid of an erection, not that explaining how he had gotten an erection would have been of any help.

He limped out of the water on numb legs and used his socks to dry off what he could before putting his underwear and pants back on. After that he simply sat there and watched Charmcaster, wondering what the hell had just happened.

He wasn’t sure how long he sat watching Charmcaster but as soon as she began stirring he jumped up and tried to look busy with gathering more wood for another fire. Charmcaster made no indication that anything had happened or was wrong as she got up and stretched.

“Sleep well?” Ben asked, not sure what to say to her exactly.

“Can we do without the small talk please?” she asked groggily.

“Fine, then can you please go find a hole to crawl into?”

Charmcaster started up and looked like she was about to start throwing punches when she saw Ben looking at her with his brows furrowed. The seriousness of his expression kept her from lashing out at him.

“Why?”

“Because I’m going to try and use the Omnitrix again and if I can’t control myself I don’t want you around. So go hide somewhere until the watch has timed out.”

Charmcaster looked apprehensive, biting her lip as she glanced around.

“What are you going to do?”

“I’m going to try and build us some shelter if this works. Now I’m going to turn my back and hum really loud so you should really be gone in the next few seconds.”

Ben did as he said, counting to a full minute in his head while making a tuneless noise and adjusting the Omnitrix. He checked and double checked that the silhouette on the face of the device was the alien he wanted and with a deep breath to reassure himself that everything would be fine, pushed the plunger down.

Green light poured from the device as shards of crystal sprouted from the face of the watch and began to spread across his body, the process happening so quickly that it was dizzying as the world seemed to shrink around him as he grew bigger.

Changing into Diamondhead was always weird for Ben, along with the crazy cool powers of being made of living crystal came being almost entirely numb. Aside from the most jarring of impacts he didn’t feel anything which made moving weird if he gave it too much thought.

He looked down at his hands and then up to the sky, he didn’t feel any different from the other times he’d transformed into Diamondhead, there was nothing driving him crazy or making him do anything he wouldn’t normally do. Then he had to remind himself that he only lost control as Wildmutt when that plant gunk had gotten into his system. So as long he didn’t eat anything or breathe in any weird fumes he supposed he would be all right, he hoped.

He pushed those thoughts out of his head as he focused on the task at hand and turned to the woods. As he marched his way up the beach he realized he had to put some real effort into moving through the loose sand, his heavy form tended to sink pretty deeply with each step. He stopped a little ways into the woods and looked around, trying to figure out which trees would be good for building with; his hands morphing into long blades at the slightest thought of cutting.

He performed a few unnecessary stretches and rolling of the shoulders as he finally decided on a spot full of bigger trees.

“Timber!” He yelled with a mighty swing of his arm, slicing through the first tree trunk like a hot knife through butter. He caught the tree in both arms before it could come crashing down, his enhanced strength making it easy to set the tall piece of lumber down gently.

The process went quickly for the others as well and soon he had a pile of logs with their trimmed branches forming another pile for fires. Ben was feeling pretty proud of himself when it suddenly occurred to him that he had no idea how to actually build a shelter of any kind. He thought it would have been obvious once he had the wood to work with.

Ben wanted to punch himself he felt so stupid and to top it all he was really angry that he had done that all by himself, usually it took Gwen or Grandpa Max to make him realize what a dumbass he could be. In his frustration he flung his arms out and instinctively shot out razor sharp shards of crystal, peppering the area with them and even causing some to grow until they covered the trunk in which they were embedded.

Seeing that gave Ben an idea, he often forgot all the powers his aliens had until he used them while reacting to something. Ben put his hands on the ground and focused, picturing a flat sheet of crystal, covering the ground.

He watched as the floor of crystal grew out of his hands and spread out around him, even around the stumps of the trees he had just cut down. He made sure it was nice and thick so they wouldn’t crack it just from walking on it. Then he thought of walls, four of them that were as heavy duty as possible to keep out anything nasty they had yet to run into. And to top it all off he managed to get a little creative and created a peaked roof with four sides. He let out a deep breath of relief as he stood up, he wasn’t used to concentrating like that and found it exhausting. He turned to go get Charmcaster to show her and found that he had forgotten to make a hole for a door.

He shrugged and walked up to one of the walls, deciding it would be a good idea to see how strong he made the whole structure, besides if he did too much damage he could just fix it as Diamondhead.

Ben impressed himself as it took several strong punches to crack the wall and several more to make a door big enough for him to get through. All in all he was very pleased with the hut he had made and if Charmcaster wasn’t at least satisfied with it then he swore then and there that he would give her a swift kick to the shins.

As Ben walked away from the hut he was oblivious to the strange bit of fruit with one of his crystal shards piercing it or how that fruit began to wriggle and shake until it fell from its branch, landing with a particularly heavy ‘thud’ as more of it began to crystallize.

***

Charmcaster found herself pleasantly surprised by the state of the hut Ben had made. It was actually rather big, with walls over ten feet high and covering an area that had to be 30 feet to a side with tree stumps dotting the floor like little chairs or tables. They would have plenty of room and shelter from the elements if they didn’t find a way home anytime soon and it looked like it could take a beating. He had done a good job though she’d never actually tell him so. In fact Ben looked rather annoyed at the unimpressed expression she wore, her eyes half open and her lips just a little pouty.

“This will have to do,” she said, sighing just a little as she stepped outside back into the midday light.

Ben followed, frowning with his arms crossed.

“Would a ‘Thank you’ kill you?” Ben asked before stopping and muttering under his breath, “My god, I’m turning into Gwen.”

“These would make great spear heads.”

Ben blinked and looked up at Charmcaster as she held a shard of Diamondhead crystal in her hand.

“It would make hunting easier and we could defend ourselves with them. Help me gather these up, we’ll work on them later.”

Charmcaster turned and began picking up more shards, pausing when she realized Ben hadn’t moved to help. She looked over her shoulder with a venomous curse on her tongue but it died as she found Ben staring at her, or more accurately, at her ass, making her realize that she wasn’t wearing her normal full body suit. Ben could clearly see her ass through the shredded remains of her coat she wore around her waist and the way she was bending over had her panties hugging her mound, teasingly showcasing the shape of her lips.

With a great deal of effort Ben tore his eyes from her pussy but found himself drawn to Charmcaster’s burning gaze like a magnet. It felt like an eternity as they stared at each other, the feeling finally breaking as Ben lurched to the side, ducking under a shard aimed at his head while Charmcaster began to scream curses at him.

“Fucking pervert! I’ll kill you! Arghhh!”

Charmcaster’s scream turned into a wordless growl as Ben disappeared into the woods under a barrage of shards. She sank to her knees and sat there breathing heavily as her rage shook her to her very core, her knuckles turning white from her fists clenching so hard. Then the strength drained out of her and her shoulders sagged as she slumped even further to the ground.

She didn’t have the strength to be angry, she hadn’t eaten since last night and the stress of her predicament further drained what little reserves of energy she had left. And worst of all was having to rely on that little son of a bitch Ben Tennyson for everything!

As she sat there with her smoldering anger a smile crept across her face as an idea came to her. Tennyson would eventually come back to the hut, full of guilt and apologies and she would hold that over him, make him feel so bad that he would do whatever she told him to do. Of course she’d make her orders sound like requests and she’d smile a little bit and give him a look that would keep him from realizing he’d practically become her slave.

Charmcaster picked herself back up and began gathering up the crystal shards she had thrown all over the place. She had meant what she said about using them and as soon as she had an arm full she took them into the hut and began laying them out along the length of one of the walls.

She paused as she thought she heard something, turning towards the door and grabbing up one of the shards she had set down not a second ago. She crept towards the door as the sound came closer, growing loud enough for Charmcaster to tell that the sound was in fact footsteps. But they weren’t Tennyson’s, far too loud and heavy sounding, meaning it was big which wasn’t good for her. Charmcaster tore a bit of her leather skirt from around her waist and wrapped it around the shard in her hand, allowing her to wield the piece of crystal like a dagger without worrying about cutting her own hand.

She pressed herself against the wall the door was on as the footsteps came towards the opening, holding her makeshift weapon above her head so she could make a powerful downward stab at whatever was about to be unfortunate enough to come poking its nose around here.

Her breath caught in her throat as a shadow fell over the doorway and just as she tensed in preparation to strike she caught sight of a hand made of green crystal and she nearly sagged to the floor once more as she realized it was Tennyson in his Diamondhead form.

“For fuck’s sake, could you at least say something when you come back to camp? You nearly gave me a heart attack.”

Ben didn’t say anything as he stepped inside, merely looked at her with his unreadable crystal face. Charmcaster stepped away from the wall and stood in front of him, staring up into his yellow eyes as she put one hand on her hip and used the crystal to poke him in the chest.

“What? Couldn’t face me as a person so you decide to come back as one of your aliens and intimidate me into forgiving you? Well good luck you little asshole, you’re going to have to make it up to me somehow and then, maybe, maybe I’ll forgive you.”

Charmcaster waited for him answer but it was like he had become a statue, his silence began to give her a bad feeling in the pit of her stomach. She tried to step around him to get outside but found one of her feet stuck and nearly fell over from being unbalanced. She looked down and saw that crystals had grown out of the floor to encase her foot and before she could react it happened to her other foot; cold, smooth crystal engulfed her leg almost to her knee.

“Tennyson, what’s wrong with you? Let me go right now or I swear when that watch times out I’ll beat you unconscious and leave you buried in the sand up to your neck.”

There was no response from Tennyson except that he grabbed one of her arms despite her stabbing at him with her impromptu dagger. The crystal, much to her surprise, sank into his arm like it was made of paper but he didn’t so much as flinch at the wound. She was helpless but to watch as he held her arm out and crystal began to grow around it, growing out to meet a column that extended down from the ceiling. He did the same to her other arm under a battery of curses and then she was left in a spread eagle position in the center of the room.

Charmcaster still had hope this was some sick joke of Tennyson’s but that hope was quickly fading as he walked around her until she couldn’t see him out of the corner of her eye. She jumped as his hand grabbed the back of her shirt and began lifting it up, pulling it up over her head. She thought he was going to leave it there, blinding her with it but instead her arms moved as the crystals that held them shifted. She watched as he pulled the garment free, it slid through the crystal like it was made of water. He dropped the shirt on the floor and then snapped the hooks to her bra before doing the same with it.

Charmcaster squirmed and screamed as she struggled to cover herself up, which just made her pert young breasts bounce all the more. She would not let him do this to her, she wouldn’t!

As her mind raced to come up with a plan Ben grabbed hold of the knot holding her coat around her waist and tore it off with ease. Now she was just in her purple panties and he quickly hooked a finger around those and began sliding them down, grabbing her roughly at the hip as she began thrashing frantically. He removed them using the same method as her shirt and bra and then repositioned her limbs so she was spread eagle once more.

“Happy now?” Charmcaster’s voice dripped with venomous hate as she glared at Ben from under her silver locks, her eyes shimmering as she fought back tears. She was going to kill him, slowly and in the most agonizing way she could come up with. This wasn’t the animalistic loss of control of yesterday, this was calm, calculated, and intentional.

If Tennyson was enjoying himself he didn’t show it as he continued his silent act and raised another column of crystal between her legs. She could hardly see it due to the position she was in but when she felt a probing piece of crystal touch her pussy she nearly tore her limbs out of their sockets from thrashing. She screamed at Ben but it was cut short as the flat top pushed forward, entering her with the steady pace of a plumber’s snake being fed into a pipe.

It filled her up, just to the brink where it would have caused her physical harm had it been any wider. As it was she groaned at the pain in her loins as it stretched her out. And it continued to push up into her, filling her with fear and more than a little pain as it went farther and farther. Again though it stopped just on the brink of being unbearably painful though she was racked with terrified gasping from thinking it had been going to impale her in some sick fashion.

Charmcaster looked at Tennyson with wet eyes as tears fell freely down her face, begging him with them as she lacked the breath to voice her pleas. Then her eyes went wide as something cool slid between her ass cheeks.

“N-n-nn-no, pl-puh-please,” she managed to get out before another shaft pushed its way up into her ass. It started off slim, more uncomfortable than painful but it grew and Charmcaster nearly bit her tongue as the pain made her virgin asshole feel like it was it being torn apart. It hurt so much all she could do was sob as her body went rigid and when it too finally reached the point where it could go no further inside her she sagged in her restraints, her head slumping forward.

She just wanted to black out and have this nightmare over, she could feel the two shafts inside her pressing up against each other, stirring up her insides and filling her with the urge to vomit.

Grunts and shallow gasps were all she could manage as Ben reached out and lifted her face up, his hand cupping her chin. Charmcaster tried to pull her head out of his hand but he held her like a vice, slowly raising her face until she was looking at the ceiling. She swallowed as she watched the crystals grow and take shape, a cylindrical tube descending towards her. It had a rounded tip that stopped at her bared teeth as she snarled at it, she didn’t care if he killed her she would fight him on this last indignation to her last breath.

Or so she thought to herself, overestimating her resolve as Tennyson slowly began to squeeze her face, making her jaw creak as she screamed through her teeth. Finally, just as it felt like he was going to unhinge her jaw through brute force her mouth sprang open and a sob half escaped her before being cut off by the crystal shaft.

With her head tilted back it was like she was a sword swallower. The column slid down into her throat, making her choke and gag reflexively at first, nearly suffocating her. As it finally stopped moving she found she could take shallow breaths if she kept calm and didn’t struggle, which was almost impossible to do as new kinds of pain wracked her body.

She was completely helpless now, she couldn’t even scream about the futility of her situation and that wasn’t even the worst part. The worst was that Ben didn’t even seem to care about what he was doing, he had definitely put a lot of thought into doing this to her but it was like he took no joy from it and that she didn’t understand. She reveled in dishing out pain and suffering on her enemies, even found herself a little turned on by it on occasion, but to be humiliated and tortured in this way, without any jeering or sense of satisfaction on her captor’s part made her feel insignificant in a way she hadn’t thought possible, like she wasn’t even an item of value, just junk.

As she sat there, retreated into the safety of her own mind, Charmcaster became aware of a commotion around her. She couldn’t see anything directly with her head stuck as it was but out of the corner of her eye she was able to make out something. It looked like a creature was attacking Ben, something smaller than his Diamondhead form was swinging a club at him. As Ben went on the offensive, swinging his blade shaped arms around, Charmcaster got a better look at what was attacking him. It was Ben, human Ben, armed with a tree branch with a hefty knot on the end, dodging the attacks of his alien form with a look of almost wild rage.

Deep within Charmcaster’s chest a laugh gurgled forth, sounding like a whimper around the crystal shaft in her throat. She had gone crazy, being tortured by Tennyson had driven her mad, it was the only explanation. The combatants disappeared from her limited line of sight as human Ben drove his attack forward with an animosity she had never seen the likes of. Then the room was filled with the clattering of glass on glass, like the shattering of a thousand mirrors all at once and human Ben was back in view, sporting a few cuts on his face and chest. He looked torn between ogling Charmcaster’s nude state and blushing furiously and staring at his feet.

He stepped closer, whispers under his breath becoming audible as he looked at the two shafts rising up out of the floor.

“I hope this works, please god let this work, please be okay, don’t be hurt, just have to be quick…”

She had no idea what he was talking about until a sudden impact at the base of one the columns sent tremors up into her body, a reflexive scream fighting its way out of her. She sagged in her restraints once more, though this time out of relief as the crystal in her pussy began to slide out of her, pulled downward by its own weight. As it finally clattered to the ground with an audible ‘pop’ Charmcaster wasn’t sure which was worse, the torture she had suffered or Ben (she had decided she wasn’t crazy after all) seeing her in such a humiliating and undignified manner with her hole agape and dripping.

“Sorry, here comes the next one,” was whispered into her ear as she sat there trembling. She closed her eyes and braced herself for the impact she knew was coming, only uttering a small grunt of shock as the base shattered. She sagged once more but quickly realized the shaft in her ass wasn’t sliding free, her asshole was squeezing it in a reflexive death grip. Charmcaster was beyond indignity as she wiggled her hips back and forth, trying to shake the column free.

“Hold still,” Ben said, touching her shoulder as tenderly as he could, quickly pulling his hand back as she flinched and then setting it back in place, waiting for her to stop struggling. Once she had settled down he grasped the far end of the column and slowly pulled it free.

Charmcaster tried to fight back the moan that shuddered forth from deep within her lest Ben go any more slowly or stop entirely. Every tug made her whole body quiver and to her horror her pussy began dripping anew as heat flared from between her legs. Finally Ben worked the shaft free and Charmcaster felt him step away and heard the clattering of something heavy in the dirt outside the hut.

Then Ben was back and after several more careful swings of his club he had freed both her legs, which trembled and refused to support her, her feet lying at odd angles against the floor. He then instructed her to close her eyes as he began working on her arms. Her first arm came free and it dropped to her side, hanging there uselessly, which left her other arm supporting all her weight as she slumped towards the ground.

At first all she could do was cough and gasp as she came free from the shaft that had held her head in place. As she lay there the wrenching pain in her arm had tears springing anew down her face and sobs wracking her body. Both arms ached from having to hold her up but the burning agony that ran up her hanging arm and her shoulder had her nearly blind in pain.

Charmcaster jumped again as Ben suddenly wrapped an arm around her waist and hoisted her up, taking the strain off her aching limb. She looked at him out of the corner of her eye but his gaze was focused on the last restraint. Tightening his grip on her waist he gave a mighty, one-handed, over-head swing with his club at the last column, smashing clean through the area above her hand. As he did Charmcaster began to fall once more, her exhausted and aching limbs still unable to support her, but Ben held her tight and quickly let go of his club so he could use his other arm as well, scooping up her legs so he was holding her completely off the ground.

Charmcaster lay limp in his arms as she was finally freed from everything, great gulps of relief making her chest rise and fall rapidly as her tears continued to fall freely. Ben’s face was red with strained effort as he carried Charmcaster outside, stumbling every few steps under her weight.

She thought he was just trying to get her clear of the shattered bits of crystal that were all over the floor but Ben kept going, moving towards the path they had made from the beach. Charmcaster momentarily forgot about her ordeal as the veins in Ben’s neck began to stand out against his skin and his breath became truly labored.

“This is far enough,” She choked out, her throat still recovering from the ordeal. “Hey, you can put me down. Tennyson? Hello? Hey hero, knock it off all ready!” She yelled the last part as she began squirming in his arms, trying to get him to stop.

It worked, sort of, as Ben lost his balance and tipped back, his hard landing made even harder as Charmcaster wound up on his lap. She looked to Ben but he was stubbornly refusing to look at her, his head turned towards the side as he frowned and gulped air. Charmcaster pushed herself off him, throwing her arms out to steady herself as she stood on wobbly legs that still felt more like wet noodles than proper limbs.

Once she was sure she could make it more than a few steps she looked down at Ben who was still looking away from her naked form.

“I’m going to the bay to wash, please bring my clothes to the beach.”

With that she turned away and moved down the path, being very careful to walk properly until she was sure Ben was out of sight. Then she couldn’t help but stiffly limp as her ass began to hurt, making tears once more well in her eyes. She hurried as fast she could to the beach and plowed into an oncoming wave, letting the cold water shock her senses and numb her body.

She sat in the shallows, curling her knees to her chest as she let the water pull and push at her, matting her hair to her shoulders. She cupped water in her hands and splashed it on her face several times before taking a deep breath and submerging herself.

She kept her eyes closed as she held herself under water, wanting to feel like she was floating in blackness. Thinking of herself in a void helped her feel like she could escape what had happened to her. But try as she might the images kept appearing in her head and she felt the sensations all over her body again and again, forcing her to relive the attack. Finally it got too much and Charmcaster screamed, giving voice to all her anger and pain and humiliation. The water bubbled and frothed around her until there was no breath left in her and then she rose to the surface, gasping once her head broke through the water.

She sat with her knees in the sand, her shoulders just above the surface, looking out of the little bay to the blue horizon beyond and letting the gentle sound of the waves wash over her.

As she finally managed to attain some sense of calm she heard a loud cough. Charmcaster looked over her shoulder to find Ben standing on the beach with his back to her and her clothes gripped in either hand. She stood and made her way to where Ben was waiting.

“Thank you… for everything.”

Ben stiffened, surprised to find her so close to him and even more shocked by those words. He caught himself as he began to turn to look at her and coughed before he could get any words out.

“Are you all right?”

“No, I’m not. You can turn around if you want, you’ve earned that at the very least.”

She wasn’t sure if it was possible for Ben to get any stiffer but it seemed like he did and she swore that his blush had crept all the way down his neck.

“Why… why don’t you get dressed Charmcaster… and then we can talk.”

“Hand me my clothes then.”

Ben tried to blindly pass on the clothes he was holding, swallowing greatly as he tried not to tremble so much. Charmcaster reached out and grabbed hold of Ben’s left forearm, giving it a strong tug that spun Ben around unexpectedly. In his surprise he lost his balance and fell to one knee, which put Charmcaster’s crotch at his eye level.

Ben dropped his gaze but the image was already burned into memory. Charmcaster’s mound had a small tuft of silver hairs that looked almost as silky as the hair on her head. The lips of her pussy were a flushed pink and parted enough to see the lighter pink walls of flesh past them and her clit was still swollen, protruding just slightly from its hood of skin.

Ben felt like his heart was beating in his head as he slowly stood, using every ounce of willpower he had to keep his wide open eyes trained on his feet. He held out his hand that contained Charmcaster’s panties and her coat that she was wearing as a skirt. Charmcaster took them and made no attempt to hide anything from Ben as she stepped into her panties and slid them on before wrapping the coat around her waist. Her bra and his shirt came next but Charmcaster quickly discarded the bra after seeing the hooks had been mangled by the faux-Diamondhead, leaving her in Ben’s shirt which had become transparent from the dampness of her body.

“Why did you say that?” Ben asked as he found his voice again, trying his hardest to look her in the eyes.

“What?” Charmcaster said, tilting her head at Ben, more than a little surprised at how serious he was trying to look.

“‘Thank you for everything.’ What does that mean?”

Charmcaster dropped her eyes, suddenly uncomfortable and nervous.

“For saving me… when you had no reason to risk yourself.”

“What’re you talking about? You’re my best bet home so-”

“Knock it off! Quit acting like that’s true. We both know I can’t get us out of here.”

Ben stared at Charmcaster, his brow furrowed in confusion, “What do you mean?”

“I mean my magic isn’t working!” Charmcaster shouted, her hands clenching into fists as she trembled, saying it out loud like that scared her more than she cared to admit.

“You don’t have _any_ magic?”

Charmcaster thought that an absurd question and would have called Ben an idiot but for the edge to his voice that she heard. She wasn’t surprised he was angry, after all she had deceived him, however indirectly. If Ben didn’t have his uses she was sure she wouldn’t have tolerated his presence any longer than she had to so why wouldn’t he do the same to her.

“You’re an idiot!”

Charmcaster flinched despite herself as Ben yelled, she wanted to be angry for his insult but she felt her gut turn and flop and she couldn’t summon the emotion to the forefront.

“I can’t believe you’ve been defenseless this entire time!”

“What?” Charmcaster looked up with eyes gone wide. “That’s what you’re angry about?! Not that I can’t get us home but that I can’t defend myself!”

“Yeah, because look at what’s happened already!” Ben snapped back before taking a deep breath and continuing in a softer voice. “Besides if you can’t get us out of here then that just means we’ll have to wait for Gwen or Grandpa Max to figure out how to bring us back.”

“How can you be so sure that they will? That we won’t be stuck here forever?”

“Because I have faith in them!” Ben shouted, with more force than he intended to. He frowned and sighed as he turned away, he didn’t want to be angry with Charmcaster, not after what she had just been through but the way she questioned his family, it incensed him. “Because if it were them in this position I know I wouldn’t stop trying, no matter what.

“We should try and get some food now, before we’re both too weak to do much else,” Ben said, hoping that with a change of topics and something else to focus on their high running emotions might settle down a bit.

Charmcaster was agreeable to that plan and together they gathered the sticks they had used to eat with yesterday and marched in silence down to the tip of the bay. Ben was surprised to find how many of the strange fish were gathered in the shallow water, feeding on some kind of seaweed.

Charmcaster’s hunting from the previous night gave her a clear advantage as she speared fish after fish and Ben struggled to nab even one. Watching him have trouble seemed to improve her mood so Ben wisely shut his mouth rather than uttering his usual childish retort or complaint.

“Why didn’t you tell me earlier your magic wasn’t working?” Ben sprung the question on Charmcaster as he was taking aim at a particularly fat tentacled fish and nearly fell into water as he missed.

As if to prove that Ben’s question hadn’t put her off balance in the slightest Charmcaster impaled the fish he’d been trying for with ease. She scanned the water for her next target as she answered him.

“I was afraid you had figured that out already when I couldn’t get the fire lit.”

“I thought you were just having trouble with it. If I had known I wouldn’t have left you alone at all… no matter what.”

Charmcaster paused mid-stab as Ben tacked on the last part quietly and stared at the young hero for a moment before turning her attention back to catching more fish.

“Did you know you like to cuddle in your sleep?”

That question did catch Charmcaster off balance as she lost her grip on her stick and it went flying out of reach.

“It’s not a bad thing,” Ben said, quickly stepping back at the glare that was being directed at him. “It was cold this morning and you pulled me close… it was nice.”

Charmcaster’s face softened, the frown that had been pulling at the corners of her mouth disappeared as she raised a silver arching eyebrow.

“Do you think we have enough?” Ben asked after he lost his stick when it flew out of his strength starved grasp on a bad stab.

“It will have to do,” Charmcaster replied as she began gathering up the sticks the fish had been impaled on after they had been speared.

They made their way back to the beach but Charmcaster froze as Ben began to take the trail back to the hut. Ben stopped after he glanced over his shoulder and caught the uneasy expression on Charmcaster’s face.

“We don’t have to go inside the hut but all the stuff we need to make a fire is there too.”

Charmcaster nodded slowly and tried to put on a brave face as she followed, hoping she didn’t betray herself by trembling.

Outside the hut Ben and Charmcaster rolled a couple of small logs to make seats around a ring of large crystal chunks that had come from punching the door out of the hut. Then they set about putting branches and bits of brush inside the ring. Ben, already exhausted to the point of collapsing, didn’t know where he was going to get the strength to begin the arduous process of lighting it all.

His eyes slid down to the Omnitrix on his left wrist, he could go Heatblast and have the fire started in an instant. He was pretty sure he wouldn’t lose control or end up with a doppelganger but his gaze was drawn to Charmcaster who was still filling the ring with branches. As he watched her he saw how she purposefully kept her back to the entrance of the hut no matter what and how she started shaking any time she stood still for more than a second. He groaned as he realized she couldn’t handle him transforming right now.

Resigning himself to being even more exhausted he took the chunk of crystal he had been holding and threw it at a partially exposed boulder that jutted up between the roots of a nearby tree. Charmcaster jumped at the sound of it bouncing off the rock but Ben jumped at the shower of sparks that it created upon impact. Charmcaster looked at Ben with a frown but by the time he showed her the sparks the crystal made they were both smiling like kids who had found their Christmas presents in the linen closet.

They sat side by side as the fire quickly came to life, which Ben thought was odd at first but figured that Charmcaster didn’t really feel like being so alone at the moment. As they sat there roasting their fish the silence was almost oppressive and Ben felt like he had to find something to say so it wasn’t just the roar of the flames.

“How do you think they’ll find a way to bring us back?” Charmcaster suddenly asked, catching Ben so off guard he didn’t know who she was talking about at first.

“I dunno but they’ll think of something. Grandpa Max has all kinds of high tech gear that could do the job and Gwen has really been practicing her magic so maybe she’ll come up with a spell to bring us back.”

“Is she still holding on to my spellbook?” There was a slight edge to Charmcaster’s question that Ben was oblivious to.

“Yeah, she keeps rubbing it in my face and trying to outdo me by trying new spells all the time, it’s actually pretty funny because a lot of them don’t work the way she wants them to.”

That seemed to improve Charmcaster’s mood a little bit, the barest smile flickering at the corners of her mouth.

“I don’t suppose there’d be a chance anyone you know would look for you?”

That wiped any trace of a smile off her face and she even slid away from him on the log they shared.

“No, and I don’t think it be a very good thing if they did come looking for me.”

“Why?” Ben couldn’t help himself from asking even as he saw her withdraw a little more.

“Because the only person I know who could find me is Uncle Hex and he would only do that if there was something he wanted me to do for him, which is never a good thing and…”

Charmcaster trailed off, biting her lip as she stared into the fire and twirled the stick her fish were skewered on.

“And?” Ben asked as he slid closer, he could see Charmcaster’s mouth moving but she was so quiet he couldn’t hear anything.

“And if he came here to find me, he would find you and he’d kill you,” she whispered, dropping her gaze to the ground, unable to stand the heat of the flames on her face.

“Yeah, that would be bad,” Ben said softly as he turned back to watching their fish cook.

Charmcaster was silent again, seeming to be lost in thought as she stared off at nothing in particular; Ben had to nudge her to keep her from burning her fish beyond recognition. Ben began to feel better with a full stomach and Charmcaster’s mood seemed to improve as well though she was still quiet.

As the fire began to die down both of the young people began to feel the day’s troubles weigh on them, making them yawn with exhaustion as their eyelids drooped.

“We should sleep in the hut,” Ben said as he gave himself a shake, earning a glare from Charmcaster that demanded his reasoning.

“It’s the best shelter we’ve got at the moment and we shouldn’t risk sleeping out in the open again.”

Charmcaster looked from Ben to the dark opening of the hut, the flicking shadows of what was left of the fire making it look like the gnashing maw of some giant monster. She tried to swallow back her fear and nodded shakily as she stood, trying to keep her whole body from trembling and failing. Then she found her quivering hand grasped firmly by Ben who held his hefty club in his other hand and nodded to her encouragingly before leading the way.

It made it easier for her to step through the portal, though she still squeezed her eyes shut tightly and held her breath a little as she went through the door. When she finally opened her eyes details jumped out at her as her sight adjusted.

Her eyes automatically went to the spot where she had been violated but instead of the mounds of crystals she expected to find there were chunks missing out of the floor and ceiling. It looked like someone had hammered at the whole area until everything that had been there had been chipped out and thrown away. Charmcaster hoped Ben couldn’t see the tears that were forming at the corner of her eyes as she brushed them away and tried not to sob in relief.

She looked to the young hero as he led her to the far corner of the room, where he began laying giant leafs down on a pile of brush to make a very primitive form of mattress. Charmcaster slipped her hand free of his and helped where she could, kneeling so she could push down the brush to see how the leafs would move and shift before putting more down to keep the brush covered.

“Can… can we cuddle?” she asked hesitantly as she placed the last leaf on the bed. She didn’t look up at Ben, she didn’t think she could as her face burned as if she were staring at the fire all over again.

“Wha- I mean, uhm, if you want to, if-if it would make you m-more comfortable,” Ben stammered, his heart suddenly pounding like thunder.

At first neither moved and then Ben knelt beside Charmcaster and crawled onto the bed, placing himself almost against the wall. He was lying awkwardly and stiff as he waited, unsure what to expect. He started as Charmcaster lay down beside him and spooned his body with her own, hugging him with her right arm and placing her hand on his chest. Slowly Ben began to relax into the curve her body and placed a hand on top of hers as his eyelids got heavier and heavier. Within moments both of them had fallen into a deep, exhausted sleep.


	3. A Rude Awakening

Ben knew it had been a bad idea when he had agreed to cuddle with Charmcaster but it wasn’t like he could just tell her she was a sleep-molester and let that be that. And deep down, though he’d never admit it, not even on pain of death, he hoped it would happen again. So when he felt something crawling across his skin and dreamt of spiders he was exceedingly relieved to be jolted awake and find it was Charmcaster’s wandering hands.

She had managed to slip her other arm underneath him during the night and now both hands roamed freely across his chest and stomach, sometimes dragging her nails across his skin, though never hard enough to do more than make him cringe a little. A soft moan in his ear had him turning his head to catch a peak of Charmcaster’s face out of the corner of his eye. She moaned softly again and then brought her lips to Ben’s neck which made Ben utter a moan of his own as she kissed up and down his neck, occasionally sucking on a spot before pulling away with an audible ‘pop’.

Ben face was flushed and his eyes were half closed with pleasure as Charmcaster’s hands slipped into his pants once more. The ache in Ben’s groin as his stiff cock throbbed had him panting with anticipation and then Charmcaster bit him.

It wasn’t a bite meant to harm, it didn’t even break the skin, just a press of her sharp canines on the tendon of his neck, but it caught Ben so off guard that he thrashed for a moment and reached out to push Charmcaster away by putting his hand on her thigh. His hand slipped towards her inner thigh and he froze the moment he felt the heat of her pussy. It was like a furnace, he didn’t know a girl’s body could get like that.

His attempt to fend Charmcaster off had pushed her away a little and she grumbled in her sleep before shifting herself closer to Ben’s body, forcing his hand onto her crotch. He almost pulled away at the dampness he felt but as soon his hand made contact Charmcaster made an entirely new kind of moan, a sharp cry of pleasure.

Ben held his breath, afraid for a moment that Charmcaster might have awakened from her state of sleep-molestation but the teenager didn’t stir except to grip the base of his cock firmly with her right hand. Ben’s breath burst from his chest in surprise as his state of fearful arousal made the simple sensation almost too much to take. He took several deep breaths to try and calm himself, he didn’t want this experience to end so quickly.

He turned his attention back to his hand on her crotch, he could feel through the fabric of her panties the shape of her pussy and as he traced the edges of it with a finger Charmcaster clung to him even tighter, nibbling at his neck as her other hand cupped his balls and began to massage them while she began to slowly pump his dick.

Ben shut his eyes and grunted as he fought to keep from climaxing; this was so much more intense than masturbation, even with the porn videos he had watched using Gwen’s laptop. He bit his lip until he felt the euphoric waves subside a little, allowing him to focus. Slowly he slid his hand underneath her panties, quickly finding his fingers slick with her juices.

He was fumbling blindly, in more ways than one, as he slid his index and middle finger around her whole pussy. Without even meaning to he slipped his fingers inside of her and his thumb bumped against her clit.

It was Charmcaster’s turn to thrash as she squirmed and panted loudly in Ben’s ear. Ben didn’t know why but the sounds she made were even more arousing than the kisses she had rained down on his neck. He pulled his fingers out of her but she didn’t respond like before so he carefully pushed them back, daring to go even farther in, up to his second knuckle. She only moaned a little as she gently bit at his ear lobe.

He began wandering with his thumb and again found that strange little bump that was her clitoris, causing Charmcaster’s whole body to tense and a sharp inhalation of breath in his ear. He pressed at it and Charmcaster immediately purred, biting at him more intensely as she began to pump his dick faster. Ben began panting just like Charmcaster as his whole body arched, tensed with the desire to cum.

“No… not yet… don’t cum yet…”

Ben froze as Charmcaster spoke softly in his ear; his dick wilting for fear that she had awoken. Had he been caught? Was she still asleep? He couldn’t tell but as she kept stroking his cock and massaging his balls, bringing his dick back to a full on aching erection, he had to assume she was still sleep-molesting him. Plus something told him that if he stopped right now she really would wake up and then not even the Omnitrix would save him.

As he began to breathe again he started sliding his fingers in and out of her, earning more bites and moans from her. His thumb went back to rubbing and pressing at her clit and without actually trying to he managed to push back its hood, exposing the highly sensitive nub. Charmcaster let out an ecstatic moan as Ben wiggled his thumb back and forth over her revealed clit.

“Yes… mmm, there… more…ah yes…” Charmcaster cried into his neck, passionately kissing him between moans and gasps.

Ben couldn’t take it anymore, Charmcaster was way too intense. Between the ways she was sucking on his neck and stroking his dick he was going to cum any moment. His eyes were squeezed shut and his lip nearly bleeding as he fought the building pressure in his loins. His whole body went rigid, and as it did the fingers that were stimulating Charmcaster tensed as well, squeezing her clit between his thumb and fingers.

Ben’s eyes shot open as Charmcaster bucked wildly in orgasmic pleasure, her hands slipping free of his pants just as he was on the brink. He teetered there for a moment, anything touching his crotch could put him over, the faintest flap of a butterfly’s wings even. Instead, nothing. Charmcaster rolled over in her sleep and his hand slipped free of her panties.

Ben lay there unable to believe that she did it to him again! He sat up and turned so he could finally see Charmcaster and found her to be very much asleep. Her cheeks were a little flushed and from what he could see of them her panties were rather soaked, not that his underwear wasn’t as much a mess from precum. As he sat there looking at his situation he decided it would be best if he wasn’t there when Charmcaster woke up. He rose very slowly, careful to make as little noise as possible as he stepped over Charmcaster and made for the door.

The sunlight that made it through the canopy forced him to shade his eyes as he looked over the campsite. The remnants of the fire were still smoking so he went over and stirred them up with a stick before adding more brush to bring it back to life. It might be nice to aim for three warm meals in one day.

He was about to head down to the beach to wash himself and his underwear when a thought occurred to him. He was leaving Charmcaster alone and she might panic if she woke up with no idea where he was. Not to mention that while he was sure she would be okay since they hadn’t been disturbed by anything yet she definitely wouldn’t appreciate the fact. He didn’t want to wait around for her to get up, he had to come up with a way to let her know where he was. His eyes drifted over the campsite as he tried to think before his fell gaze upon the ash covered stick still in his hand and an idea popped into his head.

He grabbed a broad leaf off a plant and put the tip of the stick to the underside of the leaf, drawing a sooty but clear line easily. He grabbed a few more and in a scrawling hand that would have had Gwen bemoaning his penmanship he managed to scribble down:

**_Went To Beach_**

 __

__

_**-B**_

Ben placed the message at the entrance and after a second thought retrieved his club and left it near the door as well so she would have something to make herself feel safer.

Reassured that Charmcaster wouldn’t want to kill him when she awoke he made his way down to the beach.

Ben wasn’t sure why the notion seemed like a good idea at the time but he stripped down completely, leaving all but his underwear in a pile farther up the shore. He did his best to wash his underwear but quickly realized there was little more he could do other than soak and rub them with his hands. He left them drying from a stick he stuck in the sand near the rest of his clothes before returning to the water.

It felt good to swim just for the fun of it, no one’s life depending on him at the moment. He looked at the Omnitrix as the sun flared off the faceplate and felt the old urge to take an alien form just for the hell of it. It was like a craving for a sugary snack, he could ignore it but where would the fun be in that?

Ben began treading water as he twisted the dial on the Omnitrix, choosing the one alien that could really have a blast in the water. He punched the plunger down and let the green light envelope him as his form was rewritten by the alien device. He expected to find himself outfitted with fins and gills as the aquatic Ripjaws but instead he was struggling to keep his head above the water as the micro-genius Grey Matter.

“Stupid Omnitrix!” Ben yelled out, his voice high pitched and highly irritated as the small waves of the bay were proving quite hazardous to his miniscule form.

Ben took a deep breath and dove underwater, finding it much easier to use his small, somewhat frog-shaped form to swim beneath the waves towards shore. As he got closer to shallow water the waves caught him up and tumbled him head over heels before finally spitting him out onto the sand. He quickly hopped his way up the beach, coughing up a little water that he had swallowed just before reaching safety.

Now that he didn’t have to fear being knocked down by a wave he stood up to his full height of five inches and began the long trek it now was to reach his clothes. He noted that he still had on the white and black jumpsuit that he normally wore in this form despite having been naked when he transformed. It was the one good thing he could come up with about being stuck as Grey Matter.

It wasn’t that Ben hated the tiny alien form, it just didn’t fit his style of heroism, which (to be honest) had more of a punch first, ask questions later flavor to it. Grey Matter was great if he had machines or computers to mess with but definitely not the best choice on a jungle island where almost anything could be a threat to him.

Ben sighed and sat down on the toe of his left shoe, his head in his hands as he thought about all the cool things he could be doing as Ripjaws.

Then Ben began to think about other things, like the math equation that would tell him the exact number of grains of sand on the beach and the six types of quarks that existed within hadrons. That was the other thing he didn’t like about Grey Matter, having this vast intellect and still not being able to understand himself half the time.

“Might as well put this big brain of mine to use while I’ve got it,” Ben grumbled to himself, standing up and grabbing a twig from the branch his underwear was drying on.

He hopped down onto the ground and found a large patch of wet sand where he began writing down possible solutions to any problems he and Charmcaster might run into, written in order based on the probability of which was more likely to occur.

He had never just let himself think as Grey Matter, usually it was a life or death circumstance or he was using the little alien to get somewhere or at something he normally couldn’t. It was, to pardon the phrase, an alien experience to have access to knowledge he had never even heard of before. Ideas and solutions continued to pour from his powerhouse of a brain until a shadow fell over him.

“I have to say when I found your note I was hoping you’d be catching breakfast,” Charmcaster said with a sigh, hefting the club from where it had been leaning against her hip.

“I could have, if the Omnitrix hadn’t bugged out on me and stuck me as Grey Matter,” Ben replied as he turned back to finishing the directions on how to tan animal hides. They were in case they ever needed to make more clothes for themselves, which was becoming more and more likely now that he thought of it.

“Ben?”

Ben turned around at the tone of Charmcaster’s voice, she sounded nervous and there was a hint of red in her cheeks as her eyes darted back and forth.

“Did… did I… did anything strange happen during the night?”

Ben’s eyes quickly shifted from her face to her soaked panties and back again.

“You had a nightmare, I think. You were moaning and thrashing around for a bit but you didn’t wake up so I thought it best to leave you be,” Ben said as he turned back around. He was glad that Grey Matter had a pretty good poker face, it definitely helped sell his lie.

“Oh,” Charmcaster breathed as relief washed across her face. She crouched down beside him, resting her chin on her arms.

“I don’t suppose you’ve figured out a way to build a boat?”

“A boat? The probability of us needing a boat is rather slim, 3.03% to be exact. By remaining near our point of entry we create a greater likelihood that whatever means of retrieval is used will be able to follow the original energy trail created by your spell and any trace energy left by the Omnitrix.”

“Okay, then forget about the boat for now. How much longer until you can actually help get some breakfast?”

Before Ben could reply the familiar beep of the Omnitrix filled the air and Ben was surrounded by a flash of red light before being restored to his human form, his completely naked human form. Fortunately Ben was also crouching but that didn’t make it any less horrifying for the eleven year old hero.

Ben clapped his hands over his crotch as his face went red. He rose and turned to run for his clothes but Charmcaster grabbed hold of his arm as she bolted up from her crouched position.

“What. Are. Those?” Charmcaster asked, a frown etched across her face as she emphasized each word.

“What are what?” Ben asked nervously, looking over his shoulder as he tried to hunch over and cover his crotch with more of his body.

“Those marks on your chest and neck.”

“Bug bites?” Ben couldn’t keep the sudden panic out of his voice as he tried to shrug Charmcaster off of him and instead found himself thrown to the ground. Before he could do more than throw his arms out to push himself back up Charmcaster pinned him to the ground by straddling his stomach. He made to push her off but froze as the cool, razor sharp edge of a crystal came into contact with his neck.

“What are you-?” Ben started to ask but stopped as Charmcaster put more pressure on the crystal dagger. He tried not to jump as Charmcaster put her other hand on his chest and slowly traced her nails along one of the sets of the red marks that she had left all over him. Then before he knew what she was doing she threw the dagger away and pushed his head back with her now freed up hand while the other held his shoulder.

“Aaah!” Ben yelled as Charmcaster sank her teeth into his neck, growling like an animal as she came close to breaking the skin. He kicked and thrashed but she held him down, grabbing his arms and holding them by his head. Finally she took her teeth out of Ben and sat up, staring intently at the new marks she had made and the identical ones from earlier.

“What the hell?” Charmcaster asked breathlessly as she shifted her gaze to Ben’s face.

Ben was speechless. With the words he had been about to utter thrown in his face he just sat there and stared at her with wide eyes.

“ _What happened?_ ” Charmcaster hissed, pushing her face into Ben’s.

“You… got grabby in bed and scratched me-”

“Did you… _touch_ me?” There was a quiver of fear in Charmcaster’s snarl as she burned a hole in Ben’s head with her eyes.

“Only after you touched me,” Ben muttered, turning his head so he didn’t have to meet her gaze.

There was silence then as Charmcaster scrutinized Ben’s face, as if there would be more answers hidden in his skin.

“You’re a god damned liar.”

Ben’s head snapped back as he glared up at Charmcaster. He hated being called a liar when he was telling the truth, almost as much as he hated being called a coward. He opened his mouth to yell at Charmcaster but she cut him off.

“I believed you,” there was a tremor in her voice as tears fell from her eyes. “I needed a hero so I fell for your bullshit. But you’re just like everyone else, taking what you want from me.”

With that Charmcaster pushed off Ben, she managed to stalk away for a few steps before she fell to her knees with her face in her hands.

Ben jumped to his feet, his embarrassment over his nudity forgotten as he rushed to Charmcaster’s side. Her sobs were soft, almost inaudible with her hands over her face. Ben sank to his knees as he tried to think.

He had no idea this was how things would turn out and watching Charmcaster fall apart twisted his insides into knots. He now realized what he had done had hurt her far more than he truly understood. He couldn’t hero his way out of this and the only other thing he could think of left a squirming, bitter lump in his gut.

“Charmcaster, hit me.”

Charmcaster peaked out of her hands, tears still streaming down her face.

“What?”

“Face, stomach, wherever. Take your pick and hit me.”

“Why?”

“If I’m ever going to be able to call myself a hero then I need to make this right. This is the only thing I can think of. So go ahead and hit me.”

“That won’t fix anything.”

“Well then tell me what will because I really hate seeing a beautiful girl cry.”

As soon as the words slipped free of Ben’s lips Charmcaster backhanded him, knocking him to the ground. She pounced atop of him as words poured from her as quickly as her tears did.

“You don’t get to just say that! Not after what happened! It can’t be that way for us, not ever! Do you hear me!?”

Ben franticly wrestled with her as she continued trying to pummel him. He finally grabbed hold of her arms but not before earning himself a set of scratches on his cheek and a blow to the head that made everything spin for moment. Charmcaster continued to scream at him as her tears rained down around him.

“What?! What did I say? Tell me!”

“You don’t get to call me beautiful!”

“Why not?!” Ben yelled incredulously. Why was _that_ what she was freaking out about?

“Because you can’t pretend that you like me! That’s not how it’s supposed to be between us! Do you think when we get out of here that things won’t go back to the way they were? With us being on opposite sides?”

“I just want to fix things while we’re here. I know I messed up but I didn’t take anything from you. I was just trying to make you feel as good as you were making me feel. I’m sorry that I hurt you.”

As Ben spoke tears pooled in his eyes as they begged Charmcaster for forgiveness. The fight went out of Charmcaster as Ben’s words sunk in, her hands lay limp on his chest but he still held them tightly lest she start striking again. She stared at Ben as their heavy breathing and the sound of the waves filled the air.

“Sometimes I forget that you’re just a kid.”

With those words she stood up and walked to where her dagger had fallen in the sand. Ben sat up, ready to jump to his feet and run for his life if she turned to come back at him with the weapon. Instead she slid it into the waist of her skirt and strode towards the jungle.

Ben scurried for his clothes and jumped into them as quickly as possible, ignoring the bits of sand that were still stuck to his skin. No doubt they would cause him immense pain if he didn’t see to them later but he was more fearful of being caught naked again at the moment.

His head snapped up as he heard footsteps and saw Charmcaster return. In her hand was a freshly cut length of tree branch that had been sheared of any smaller branches and made into a spear as tall as the young sorceress.

“Go clean up camp. I will go catch some food.”

Her tone brooked no argument or even any kind of a reply, which was okay with Ben. He nodded and hurried down the path until Charmcaster was out of sight. Then he slowed and shook his head as he stuck his hand down his pants, trying to shake free some bits of sand that were already becoming a nuisance.

As he set about stoking the fire once more Ben found himself looking to the blue sky through the canopy.

“Grandpa Max, Gwen, I hope you guys figure out a way to rescue us soon. I’m afraid of what another day with Charmcaster might bring.”


	4. The Fruit of Their Labors

As the sun reached its apex things continued to remain incredibly awkward between Ben and Charmcaster. He didn’t know what to say to her that wouldn’t have her using her new spear to shish kabob his liver. Not that speaking was all that enjoyable at the moment anyway, his jaw throbbed from where Charmcaster had hit him.

It was clear to him as well that Charmcaster wanted as little to do with him as possible. Where before she had been aggressively demanding and violently bossy, she was absolutely frigid and distant towards Ben now. If she wanted something done she simply stated that it needed doing and if Ben didn’t hop to it she began trying to do it herself. He tried to help her when she struggled with something but as soon as he got within spear’s reach she moved on to something else.

Ben finally got the hint and left for the beach, maybe he could do something with the stuff he had written down as Grey Matter.

Charmcaster’s eyes followed him down the trail and as he disappeared she released a sigh of relief. With him gone she dropped all pretense of working and collapsed onto a log, laying her spear down beside her before letting her face fall into her hands.

She felt sick, like there was a sour lump just sitting in her gut. Her mind wouldn’t stop repeating the fight back on the beach and every time Ben’s murmured words escaped him that lump jumped like it had been kicked.

He had to be lying, there was no way she’d do something so sick. Charmcaster was ruthless, cunning, and often cruel, these were things she recognized about herself and was quite proud of. But none of those aspects added up to grabbing a kid’s dick. It had to be Tennyson’s fault, she just wished she could figure out a way to make that true.

Before long the pain in her stomach was joined by a more familiar ache, that of hunger. She hadn’t eaten much for breakfast, her appetite had faded after the fight and she had managed to eat only one of the fish she had speared.

Now her body cried out for nourishment and she was at a loss for what to do. Ben was down at the beach and she was more than willing to starve than be in his presence at the moment. Her lilac eyes soon drifted to the trees of the jungle and she found herself biting her lip.

The jungle was the last place she wanted to be wandering alone but there was a good chance she might find something to eat and as long as she was vigilant she wouldn’t run into anymore of those crazy flowers. She picked up her spear and girded herself for the unknown dangers of the jungle.

Every little noise had her on edge, turning this way and that so nothing could come at her from behind. As she carefully picked her path through the undergrowth she was greeted with the sounds of the quick retreat of feet and flap of wings. It was a promising sign, it meant there were actually things she could hunt. She just wished her heart didn’t jump into her throat every time something scurried away from her.

Very quickly Charmcaster was wishing she could catch even a glimpse of whatever was running away from her. The little creatures were masters of using the thick vegetation as cover and she was quickly losing hope of ever getting anything to eat when a pungent odor suddenly filled the air. It had the sickly sweet scent of decay and made Charmcaster pause hesitantly as she fought the urge to gag.

She crept forward to investigate the smell, there was a chance, however slim, that it could lead her to some food. Pushing aside a stand of ferns finally revealed the source of the odor. In the center of a small clearing about fifteen feet wide stood a massive tree and all around the clearing were pods nearly the size of soccer balls. Most looked like they had split open upon impact with the ground and a quick scan of the tree showed Charmcaster smaller pods still hanging from branches where they seemed to grow in pairs.

She prodded one of the pods with her spear and found it to be empty as it caved in from her inquiring pokes. She kept poking at them until she found one that still had heft to it. At first she thought the pod was full of green crystals but as she bent over to get a closer look she saw they were in fact glistening seeds of some kind.

The smell that filled the area also came from these giant pieces of fruit, though those that smelled so awful seemed to have rotted. Charmcaster continued to examine them, hoping to find a fresh one, most fruit didn’t fall from the tree until it was ripe to eat and she hoped that that earth staple held true here as well. Her search came up empty, apparently the creatures of the forest wasted no time in getting the best from this tree.

With her stomach growling its complaints she turned her attention to the hanging fruits in the tree. The nearest fruit was within reach if she used her spear to swing at it and so she began trying to knock one of the pair free from its branch. However the fruit proved resilient, resisting her every attempt, even when she tried to impale it in her frustration. Charmcaster gave up on that pair and found another set higher up, just out of reach even if she stood on her tippy-toes. She cocked her arm back and let her spear fly with a well aimed throw and was rewarded with the wet impact of her spear piercing one of the large fruits.

She watched as the pierced fruit fell from its branch and hit the ground with a heavy smack, splitting into several large chunks. She knelt over her catch and picked up a small piece, surprising herself with the heft of it. It looked very much like a pomegranate though the seeds were larger, nearly the size of her thumbnail.

Charmcaster pried a seed free and held it under her nose. It had a tangy smell, like an orange or lemon. Her lips parted partially as she contemplated eating the seed, caution was the only thing that stayed her hand. There was the potential that it could be poisonous but as a practiced sorceress who had crafted many potions Charmcaster was confident she could discern that with a few simple tests.

First she squeezed several drops of juice on her forearm and then the last of the seed’s juice in her mouth. It was incredibly tart, just short of being unbearably bitter but the aftertaste was sweet and surprisingly pleasant.

Charmcaster had to fight the urge to grab another seed, it wouldn’t do to overexpose herself to the fruit if it did turn out to be poisonous. She waited, somewhat impatiently as she found her fingers tapping her knee rapidly, for any signs of a reaction to the fruit. But as the seconds ticked on to become minutes she began to feel safe in eating at least a few more seeds.

She picked up a couple more pieces, stacking them on top of each other so she could carry them under one arm. She held her spear in the crook of her other arm so her hand was free to pick seeds free from the pieces of fruit she carried as she made her way back to camp.

With something other than alien fish in her stomach Charmcaster’s mood began to improve. She might even say something to Tennyson if he was back in camp.

Charmcaster found the camp empty and as she set down the pieces of fruit she was surprised to see that she had eaten all the seeds from the smallest piece of fruit, more than a dozen at least. She had never intended on eating more than three or four.

Charmcaster quickly checked her arm where she had dripped juice but found no sign of irritation, only skin that was slightly sticky. That only relieved her slightly, if they weren’t dangerously caustic it was possible that there were other side effects she hadn’t considered.

She put her hand to her forehead and pulled it away in surprise, she was sweating profusely. Charmcaster quickly put her index and middle finger to her neck to check her pulse and found it was racing wildly.

This should have scared Charmcaster, she should have been freaking out and trying to do something, but what could she do? She was in the middle of a jungle where none of her magic worked, stuck relying on a bastard of a kid who had fingered her in her sleep.

Charmcaster giggled at the predicament she was in, she knew it wasn’t funny but she couldn’t help it. She tried to stop and the laughter just grew stronger. She stumbled to her feet and tried to make it towards the nearby stream but immediately tripped over her own feet and sprawled on the ground. She rolled onto her back and continued to laugh at the sky as everything seemed to spin.

“Charmcaster?”

She raised her head up to see Ben looking at her from the path to the beach. He was clearly concerned but the shocked expression on his face just made her begin giggling all over again.

“I’m a mess,” Charmcaster said to no one in particular. She supposed that was true, with her sweaty hair matted to her forehead and unsteady limbs. Before Ben could reach her she began pushing herself up and managed to attain a sitting position on the ground.

Ben was on his knees beside her, examining her and asking questions but his voice was a buzz to Charmcaster who was looking at the rest of the fruit she had brought back. The seeds really did look like crystals now, tiny and shining from the dark depths of the caves that the outer shells made. Charmcaster reached out to take another one and was confused when she couldn’t bring the seed to her mouth. Then she realized Ben’s hand was on her wrist, keeping her from eating the seed. That should have made her angry, she should have cussed Ben out or slapped him but instead she smiled, which was even more off putting to Ben.

“What is that?” Ben asked, his voice finally reaching through the haze of beatitude that filled Charmcaster.

“Hmm?” Charmcaster managed with her were eyes half closed as she looked at Ben. She reached out with her free hand and touched his face, Ben flinched and then gently but firmly took her hand off of him.

“Did you eat some of these?” Ben’s voice sounded very far away, like he was in a cave.

“You have to have some Ben, everything just… goes away,” Charmcaster said with a serene sigh.

“Yeah, thanks but no thanks. I’m more of a ‘Just say No’ kinda guy.”

“Did you enjoy touching my pussy Ben?”

Ben froze as Charmcaster spoke softly, her words laden with sultry tones. She slipped her hand free of his stunned grip and leaned back, resting against the stump the rest of the fruit sat on. She squeezed the single seed in her hand and let the juices dribble down her fingers before dropping the seed and sliding her index finger into her mouth suggestively.

Ben’s eyes felt like they were going to fall out of his head as he watched her slide her finger in and out of her mouth, moaning lewdly as her eyes closed in ecstasy. She finally pulled her finger out with an audible ‘pop’ and began licking the rest of the juice from her hand.

Ben was still trying to find his voice when she reached up with her other hand and pulled a handful of seeds free. She held her hand out to Ben.

“I think you really enjoyed touching me. Take some and I’ll let you touch me all over.”

Ben felt like he was going to split in half. Part of him wanted to pounce on Charmcaster for everything he was worth but there was another part, the part of Ben that he knew drove him to be a hero and help little old ladies cross the street. That part was adamantly fighting against his lustful urges as it screamed about how wrong this whole situation was.

“Charmcaster, I-I can’t. This… isn’t right-”

“Still reluctant Ben? Well how about this?”

With those words Charmcaster picked out a seed and held it in her teeth. Ben’s eyebrows furrowed questioningly but before he could even get a word out Charmcaster reached out and grabbed a handful of his hair on the back of his head. Ben’s mouth opened in pained surprise and then he was being pulled toward Charmcaster.

Their mouths collided violently, the impact jarring Ben nearly senseless but then Charmcaster’s tongue invaded his mouth and he was acutely aware of her forcing the seed practically down his throat.

Ben shoved Charmcaster off of him, feeling some of his hair come away in her grip as he did so. He gagged as he turned his head in an attempt to cough up the seed. He wasn’t successful before Charmcaster pushed him to the ground and threw herself atop of him. Ben gasped as air was forced from his lungs and then he was choking as Charmcaster forced the rest of the seeds she held into his mouth. He tried to spit them out but she locked lips with him once more and it was all he could do to keep from suffocating under the assault. Before Ben knew it he had choked down all of the seeds and Charmcaster finally let him breathe.

“What have you done?” Ben croaked out as the world began to spin.

“I’ve given you a gift, freedom, utter abandon from who you are,” Charmcaster panted as she pushed strands of her sweaty silver hair out of her face and licked her lips. She continued to pin him down with her hands on his chest as she ground her hips against his. She smiled down at him as she felt a swelling response to her movements.

Ben moaned as his dick began to stiffen and throb. He tried to grab hold of Charmcaster’s arms so he could try to fend her off but his limbs were like lead.

“Do you feel it Ben? Everything that was important just slipping away. Home, friends, family, all gone. Isn’t it a relief? To know that the only thing that matters is the two of us, right here, right now?”

Charmcaster whispered these words in Ben’s ear before roughly nibbling on his ear lobe.

Ben still had a grasp on reason which only filled him with fear as his racing heart felt like it was rattling around in his chest. He was close to forming a coherent thought when Charmcaster began kissing his neck and then working her way down his chest. Every time her lips touched part of his chest or stomach he twitched as if he’d been hit with an electric shock.

Ben was helpless but to watch in dire anticipation as she reached his pants. Just as he thought she was going to undo them Charmcaster straightened up and reached back behind her. She smiled as she held two more seeds between her fingers. She took one and put it against his skin by his navel. She gently squeezed the seed and used the leaking juice to paint a trail back up his chest. The trail went up his neck and ended on his mouth where she attentively painted his lips with the seed before tossing it aside.

Charmcaster running her tongue up his body was a thrilling sensation that had Ben moaning all over again. He found her fingers slipping into his mouth and covered as they were in the juice of the seeds he began sucking on them eagerly, no longer able to find the fear that had given him reason.

As Charmcaster reached his face she placed the second seed in his mouth, pushing his jaw closed so he held it between his teeth. He thought she was going to take it from him with a kiss but instead she stood up unsteadily and turned her back to Ben. Was she going to just leave? The idea started a chuckle in Ben’s chest which he had to fight as he was still trying to hold the seed delicately in his teeth.

Instead he found himself still capable of surprise as Charmcaster undid her skirt and dropped it to the side. He nearly swallowed the seed whole as she hooked her thumbs in the waist band of her panties and slid them down to her feet where she stepped out of them. Now dressed only in his shirt she looked at him over her shoulder with a smile before lowering herself back down so her pussy hovered over Ben’s face.

“Chew the seed and then lick me,” Charmcaster instructed as she began undoing Ben’s pants.

Ben hardly noticed as he stared at her pussy. It glistened with her juices and the heat of it basked across his face. Slowly he chewed the seed and then raised his head to run his tongue, slathered with the juice and pulp of the seed, along the length of her pussy. Mixed with the tartness of the seed Charmcaster was enticingly tangy and Ben found his hands full of Charmcaster’s ass as he pulled her down onto his face.

Charmcaster’s back arched as Ben slid his tongue into her folds, lapping up her juices hungrily. She was panting as she continued removing Ben’s pants, shoving them down to his knees. His tighty-whities were tented by his aching cock and it seemed to jump to attention as it was freed.

Charmcaster wasn’t expecting much from an eleven-year-old’s dick but she was pleased to find that as she wrapped her hand around it the head still poked out of the top of her grip. She had been repulsed by the fact that she had grabbed this dick earlier in her sleep but now, with the seeds’ euphoria inducing juice running through her body, she couldn’t be bothered by anything.

She lowered her head and swirled her tongue around the tip, making Ben moan as he buried his face into her pussy. Charmcaster pulled her head back to take a deep breath as she gripped the base and then took Ben’s throbbing cock into her mouth.

Ben nearly came instantly as Charmcaster took the entirety of his dick in one go, the tip just reaching the back of her mouth before she began slowly bobbing her head up and down.

Why hadn’t anyone told him oral sex was this great?! Her mouth was so warm and wet, and the way she actually sucked on his dick as her head came up made Ben feel like she was trying to pull the cum right out of his balls.

As Ben pulled back to gasp for air his bottom lip bumped against Charmcaster’s clit, forcing a moan up from the depths of her chest that vibrated around his cock and caught him so off guard he threw his head back as he came. As his dick spasmed Charmcaster slowly pulled her head back, a small streak of jizz trailing down her chin as his cock came free of her mouth. She tilted her head back as she sat up so Ben’s cum would slide towards the back of her throat. She was about to spit the salty discharge to the side when an idea struck her. She leaned forward and grabbed another seed which she quickly popped into her mouth and squeezed with her teeth.

The two unique flavors danced across her tongue as she swirled them together and then finally swallowed them down. A satisfied sigh escaped her smacking lips before she lowered herself back down to try and coax another performance from Ben’s dick.

Ben, meanwhile, had nearly been suffocated as Charmcaster had smothered his face with her pussy as she sat up. He struggled to find her clit, hoping that if he stimulated her there she might give him a little breathing room. When she took his quickly softening cock back into her mouth the suddenly oversensitive tip had him twitching and moaning anew.

However it quickly became apparent that Ben would need time to recover his stamina as Charmcaster’s licking, stroking, and massaging yielded no results.

“Tennyson, I need your cock in me,” Charmcaster panted as his tongue slid in and out of her, but not deeply enough to do more than create a ripple of pleasure through her.

“Hm huat han hdem.”

“What?” Charmcaster asked, lifting her pussy off of Ben’s face so he wasn’t so muffled by it.

“I’ve got an idea,” Ben repeated, letting go of Charmcaster’s ass so he could fiddle with the Omnitrix.

Charmcaster blinked as green light filled the camp and then began to fall over as the ground suddenly fell away from her. As two massive arms caught hold of her flailing arms she realized it hadn’t fallen but that she had risen into the air a little bit. The two arms holding her were joined by another set of arms that grabbed hold of her waist and easily hoisted her up. Being suspended in the air while still under the dizzying effects of the fruit made Charmcaster nauseous, but it began to fade as she was set back down on a big white table with a black line running down it.

Her eyes followed the line along the table and she nearly fell over again as a face looked up at her where the lined ended. The four eyed face of Fourarms blinked and then smiled at her.

“How do you like me now?” Ben said with a hint of drunken smugness as he gestured toward something behind Charmcaster.

She turned on Ben’s massive chest and saw that his two lower arms had tugged the black leggings he wore down to his knees to reveal two massive alien dicks between his legs. They were both flaccid at the moment but even limp they were nearly the length of her forearm. Charmcaster began to crawl down Ben’s chest towards them and as he stared hungrily at her swaying curvaceous ass and glistening pussy his cocks responded by twitching and stiffening.

By the time she reached them they were nearly fully erect and being so up close she saw that both cocks were lined with stiff bumps, like less dangerous versions of the spines that were on his arms and legs. Charmcaster grasped the upper dick near its swollen head and found she could just barely get her hand around the whole thing, and it only got thicker the farther down it went.

She pulled the stiff cock towards her to plant a kiss atop the round head, her lips becoming smeared with precum as she did so. That earned a gravelly moan from Ben as all four hands moved to explore Charmcaster’s body.

One hand held her waist so the other could run its thumb up and down her slit before slowly sliding the thick digit inside her while the index finger toyed with her ass. The other two hands slid under her shirt and cupped her breasts before massaging them as gently as Ben could in his super strong form, which still amounted to him roughly squeezing and mashing them.

Charmcaster threw her head back as the stimulation was almost too much for her, her whole body quivering with delight as she gasped for air. Before she could truly recover she was sliding up Ben’s chest as he pulled her close. The world spun again as Ben turned her over and shucked her shirt in one smooth motion. When everything finally settled again in her vision she found Ben’s flat face resting between her legs, all four eyes drinking in her naked body.

She trembled eagerly as Ben stood up, cradling her with two arms while the other two moved about beneath her. Then she saw a chunk of the fruit lifted over both their heads. Ben tilted his head back and opened his mouth wide as he crushed the chunk between his hands, letting the juice spill into his awaiting mouth like a fine wine.

With his thirst slated Ben turned back to Charmcaster’s awaiting body and brought his mouth to her pussy once more. Charmcaster stiffened as Ben’s tongue invaded her again, but where his human tongue had barely entered her Fourarms’ massive, wide tongue forced its way into her depths.

Charmcaster reflexively wrapped her legs around Ben head and had he not been his favorite alien she was would have knocked him unconscious as her legs squeezed for all they were worth. Ben flexed his tongue, forming a narrow dart that slid further into her before letting it relax and force her walls apart.

Charmcaster’s body jumped and twitched with every twist of Ben’s tongue, her pussy was literally dripping as he stirred up her insides. And yet there was still a white hot core deep within her that Ben hadn’t reached. Her whole body ached for Ben to plunge into her depths and she gave voice to her desires as she reached forward to grasp Ben’s head, her nails gaining purchase in his thick skin.

“Fuck me Tennyson, I want your cock in me.”

Ben pulled his head back, a trail of her juices hanging from his soaked faced as he smirked at her. She felt like a feather falling to the ground as he lowered her so her soaked pussy rested against the tip of the lower dick. Charmcaster bit her lip in anticipation as Ben held her waist with two hands and a third grasped his cock to guide it in slowly. She grunted as the fat head spread her apart as it inched in and then she gasped as Ben’s cock rapidly slid another few inches into her after his head finally penetrated her fully. She nearly screamed in protest as Ben began to pull his cock back out but he stopped once he felt resistance from his swollen head.

As he began another slow thrust into her Charmcaster swooned as his dick got thicker and thicker the further in he went, she just hoped enough would fit to reach that aching spot at her core. As Ben reached the halfway mark on his dick he grabbed Charmcaster’s legs and brought them together so he could hold them with one hand. Charmcaster looked at him questioningly but then her mind shattered as staccato cries escaped her. Ben was using her juice drenched thighs to squeeze around his upper dick and as he thrust with both cocks the swollen knobs on his upper cock repeatedly bumped against her clit, producing intense micro-orgasm after micro-orgasm that left little else for Charmcaster to focus on.

Finally the world came back into focus as Ben let go of her legs, which trembled and hung limply as Charmcaster tried to catch her breath. Ben leaned forward, his massive body casting a shadow over Charmcaster as he slowly pushed further and further into her until he was just shy of the spot that she so desperately needed him to reach.

“More… more…” She pleaded to Ben, it was the only word she could get out as she moaned and cried with pleasure.

“Just what I was thinking,” Ben panted back as he leaned back, showing Charmcaster the last, and by far largest, piece of fruit. It was almost an entire half of one of the large pieces of fruit and Charmcaster found herself puzzled as Ben began crushing handfuls of seeds and smearing the juice all along his upper dick.

“Two dicks need two holes,” Ben said with a smirk as he turned Charmcaster over while his cock was still filling her up. She felt his second dick sliding between her ass cheeks as Ben pulled her almost completely off him, until just the tip of his lower cock remained inside her.

Charmcaster had thought the dick stuffing her pussy had felt thick going in. It was nothing compared to the one being squeezed into her ass. She tried to cry out but she had no breath as Ben grabbed her shoulders and ankles and pulled her onto his dicks. Somewhere deep within Charmcaster’s mind she was aware of the fact that had she not been violated yesterday by that fake Diamondhead there would be no way she could take either of the cocks being forced into her.

Ben groaned as it went slowly, even with the seed’s juices acting as lubricant. Charmcaster shuddered as his dicks pressed against each other insider her body, every time the knobs made contact with each other it felt like sparks were shooting up her spine.

Finally Ben began to pick up a rhythm and Charmcaster was helpless but to watch the ground rise and fall. She began to feel nauseous again as she was roughly bounced up and down on his cocks but Ben seemed to notice and shifted his grip, hunching over her. Now he once again held her firm breasts in his massive hands while his other pair held her hips so she wasn’t held in the air mainly by the dicks she was impaled upon.

Sharp cries of ecstasy filled the camp as Ben once again came so close to the burning core, it felt like a sun was nestled deep within her.

“Fuck me, fuck me, FUCK ME!” Charmcaster screamed, she couldn’t take it anymore; she would go mad if Ben didn’t reach that spot this instant.

Ben responded with a wordless growl and his usual vigor, pulling Charmcaster down onto his cocks until he had sheathed them completely within her.

The world exploded for Charmcaster, her whole body was rocked by the most intense orgasm she had ever experienced. She went stiff all over, her limbs locked as her back arched, even her ass and pussy clamped down around Ben’s dicks. And then she shuddered before going limp as exhaustion consumed her.

Ben fell to his knees and his hands sprang away from Charmcaster’s body as he felt his own climax swiftly approaching. He dug up chunks of dirt and smashed logs in his fists as his hands clamped down on whatever was nearby. His climax had been building steadily ever since he had squeezed his second dick between Charmcaster’s thighs and now that Charmcaster was throttling both his dicks with her body he couldn’t hold back any longer.

Charmcaster’s body actually shook from the force of the first jets of cum that sprayed into her. Ben’s arms slowly relaxed a little more with each pump of his dicks and he rocked back and forth to coax the last of it from his body. He sighed as his body sagged and Charmcaster slid to the ground, his deflating cocks lowering her down all on their own. As they slid free of Charmcaster’s holes Ben saw his alien cum leaking out, a vibrant orange fluid.

He wasn’t sure how Charmcaster would feel about that when she woke up so he reached over and picked her up, holding her under one arm while his other arms gathered up her clothing and pulled his leggings back up around his waist. Then he made it to his feet and nearly lost his balance as he found himself rather unsteady. Slowly, he made his way down the path towards the beach.

He set her stuff in a pile further up the shore before marching down into the surf, cradling Charmcaster much more carefully as he lowered the both of them into the oncoming waves. He was glad he hadn’t gone all that far out as the Omnitrix began beeping and he found himself sitting in the water, holding onto Charmcaster’s unconscious form as her head rested on his shoulder.

As the waves gently rode over their bodies the haze of the seeds’ juices began to burn off, making Ben glad for the refreshing feel of the water. He was dumbfounded by what had just happened but he was going to deal with it no matter what the outcome.

He turned his head as Charmcaster groaned and saw her eyes flutter open. She slowly took in Ben and his soaked clothing and then her own nakedness.

“Did we…?”

“Get wasted on crazy jungle fruit and do it? Yeah, I think that’s what happened.”

Charmcaster looked away from Ben and stared out towards the ocean.

“So… what are we now? I mean, because it would really be awkward if we were still enemies after what just happened.”

Charmcaster was silent at first and then she sighed.

“Can we just be two people trying to survive here today and figure it out tomorrow?”

“I would really like that actually,” Ben said.

“Do you think you could help me get back up the beach? My legs are still a little weak,” Charmcaster said, trying to hide the blush that came to her face.

“No problem,” Ben replied, putting her arm over his shoulder so he could support her.


	5. From the Dark Depths it Rises

As evening came on Ben and Charmcaster found themselves surrounded by silence. Neither knew what to say to the other as they moved about the campsite cleaning it up. It got to the point where every time their eyes met a furious blush came over both of them and they turned away from each other.

‘ _Why is this so difficult now?_ ’ Ben asked himself. Well there was the obvious fact that they had had sex but they weren’t to blame for that, they hadn’t been in control of themselves. Besides it wasn’t like that was going to happen again anytime soon, the sex part that is. Ben planned on keeping control of himself as much as possible for however much longer he was in this crazy place.

Ben soon found himself frowning as he thought about not being able to have sex with Charmcaster again. She had been his first and it wasn’t likely that he was going to forget about that experience anytime soon. But she had made it pretty clear before the incident how she felt about him, or rather how she felt about the two of them like that.

Ben became so lost in his haze of depressing thoughts that he lost track of the world around him until a touch on his shoulder made him jump. His head snapped up and he found Charmcaster taking a startled step back.

“Wha-?” Ben asked as he realized she had been saying something.

“I asked if you are okay. You stopped moving and were just staring at the ground.”

“Oh,” Ben tried not to frown anymore as he ran his hand through his hair. “Yeah, I’m fine, just getting hungry again I guess. You?”

Charmcaster nodded as she leaned heavily on her spear. She had been using it as a walking stick since Ben had helped her get back from the beach, sex with Fourarms was an experience that would leave anyone with a limp.

“Okay then how about I go catch us some dinner?”

“By yourself? It’ll take you an hour to get enough fish to feed us both.”

Ben finally found himself able to smile as he hoisted up the Omnitrix which once more showed a green face plate.

“It’ll be no problem,” Ben said reassuringly before turning to head to the beach.

He kicked off his shoes and pulled off his socks before striding out into the surf, shivering a little as the cold water ran over his feet. That wouldn’t be a problem in a moment as Ben turned the dial of the Omnitrix to the correct silhouette and pushed the plunger down.

Again the world seemed to shrink a little as he grew taller and the water was no longer cold, it was invigorating and inviting around his webbed feet. He rushed forward and plunged into the dark waters, his legs morphing into a powerful tail that thrust him agilely into the depths of the bay.

His vision, like the rest of his form, was specially designed for being in the water so he had no trouble peering through the water even as the light of the sun faded. Little fish darted away from his large form as he cut through the water, looking for the tentacle-headed ones they had been eating for the past couple of days. He quickly covered the whole of the bay without turning up anything. Ben paused in his search, floating idly as his massive mouth hung open, pulling in water that was then forced out of his gills, absorbing oxygen from the water.

Where were the fish? Ben was sure he was hadn’t missed anything. Did they not come into the bay? Ben swam towards the mouth of the bay so he could check out the area where they had found the fish. As he sped forward toward the gap in the rocks that let out into the ocean beyond something suddenly told him to make a sharp turn away.

Ben nearly slammed into the jagged rocks around the mouth as he found himself bewildered by the sensation. Why had he done that?

Ben drifted back towards the opening, using his arms to push himself along slowly to get a better look. There was nothing in his way but as he got closer he felt a strange tingling that ran along his head and down his spine. Ben stopped within arm’s reach of the mouth as he saw a shadow in the dark depths beyond. He narrowed his eyes as the shadow disappeared. What the hell was that?

Before Ben could ponder anymore a massive shape came rocketing out of nowhere. It looked like a giant black hole moving through the water except that it was lined with teeth. Ben started back in fear at first but realized there was no way it could get through the small opening, it was at least twice as wide as he was long. And then just as it was upon the gap the mouth shifted so it would fit perfectly through the jagged V-shaped opening in the rocks.

Ben didn’t have time to move out of the way, his arms came up defensively as he closed his eyes so he didn’t have to see his own demise. The sound hit him through the water like a massive slap across his body, knocking him backwards. His eyes sprang open as he tumbled end over end through the water. The spinning sight before him left him confused until he finally righted himself.

It was like the creature had slammed into a glass wall in the water, electric blue cracks the only visible sign of the barrier as the monster tried to press on, bowing the strange force field inwards but unable to break it. Now that it was stopped Ben had his first good look at the thing. It looked like a giant amorphous eel, it had a general shape but its body was constantly shifting in size and length as it thrashed. It snapped its fluctuating jaws at Ben and roared before the cracks in the strange force field turned blindingly white and surged with energy.

Ben felt the jolt of electricity through his whole body as he raised his hands up before his eyes. He blinked through the spots in his vision as the light faded and he saw the massive eel monster floating back out into the ocean, the barrier protecting the mouth of the bay once more invisible.

As Ben was processing what had just happened a thought occurred to him. That was a lot of meat sitting out there and his stomach was suddenly grumbling. He could tear off a chunk that would be more than enough for Charmcaster as well. Ben quickly turned around and swam to the bottom of the bay, kicking up a small cloud of sand as he reached it.

He looked at the gap between the rocks, mainly at the space in the air above the water. He hoped whatever was protecting the bay under the water didn’t extend above or this was really going to hurt.

He coiled his body up tightly before pushing off with his powerful tail, his body rocketing upward at an angle. He broke through the water and soared through the air, carried upwards by his momentum. As he flew for the space between the outcropping of rocks he closed his eyes. He opened them when he felt himself tip downward, he was through and not being shocked to death by some weird force field.

When he hit the water he was off like a shot towards the body. The angler light that dangled before his eyes lit up without any conscious effort on Ben’s part as the water became darker. The small halo of light it created allowed him to survey the dead monster’s body as he came upon it.

There was massive trauma across the beast, areas where it looked like blood vessels had burst and the skin had bubbled up under the pressure. Ben should have felt sick from the garish sight but Ripjaws was as predatory as Wildmutt and he really was hungry. He found an unmarred strip of flesh and opened his massive jaws, sinking razor sharp teeth into the elastic flesh.

The metallic taste of blood sent Ben’s heart racing and he savagely threw his head back and forth as he tore off a mouthful with the crushing power of an alligator. He gulped down the first chunk and bit off another piece. By the fourth piece Ben finally got a hold of himself and found he had stirred up a small cloud of blood and bits of flesh.

He had been lost in a haze of predatory hunger, he could hardly recall what the meat had tasted like. He vaguely remembered it being thick and rubbery, like eating a boot except it was very salty, though Ben supposed that last part couldn’t be helped.

Ben gave himself a shake as he finished wolfing down the flesh, he couldn’t forget that he wasn’t the only one who was hungry. His claws cut through the flesh almost as easily as his teeth had and he soon had another strip of flesh as long as his arm. Even if it shriveled up while it cooked it would probably be more than enough for Charmcaster.

With his animalistic hunger sated and his mission accomplished Ben began to swim back for the bay. As he did a sound like two punching bags colliding reverberated through the water. Ben spun and saw the eel’s corpse was now spinning slowly, as if something had just smashed into it. 

Before he could blink something slammed into the body, tearing off a clean chunk the size of a car tire. The sleek form disappeared into the darkness and as Ben looked around he realized there were more massive shadows moving towards him. He turned and sped for the bay as the ocean became a feeding frenzy of sea monsters. Ben looked over his shoulder and watched as some tore apart the eel until all that was left was just a murky cloud of ripped up flesh while others picked off the smaller beasts that had come to feed, starting the vicious cycle all over again.

They were of every shape and size and Ben prayed that they paid him no mind as the gap in the rocks that protected the bay grew closer. He swam down so he could come up at a sharp angle. As he went down he found schools of little fish moving about, if he was lucky he could disappear amongst them or they would provide a distraction for anything chasing him. He quickly realized there was a problem though as the fish, instead of scattering or ignoring him, veered towards him and his prize of eel meat.

Ben held the strip of flesh to his chest with one hand while the other slashed at the smaller fish to little avail. They were too small and agile, darting in to take bites out of either him or the eel meat. Ben ignored the stings of pain as he pushed for more speed back out into the deeper water and quickly left the voracious little bastards behind.

Ben discovered a much bigger problem now that his blood was trickling into the ocean, everything else now definitely recognized him as food. Something big and fast clipped him despite his best effort, the armored carapace that was its head nearly broke his arm as he tumbled through the water. He dodged a snapping beak of a jaw as he recovered and rocketed back toward the bay, ducking and slipping around fins and teeth and tentacles as he rose towards the surface until the fin down his back broke through the water.

With all his strength he threw himself just above the water, flying like a missile towards the rocks. He felt the electric pressure of the field wrap around his body as he reached the gap in the jutting rocks. It felt like it was trying to squeeze him into a sardine can while every inch of him was being jammed into an electric socket. The force pushing in on him was worse than the pressure of deepest depths of any ocean he had been in. And then it was gone and Ben splashed down into the water like a fat guy water skiing.

He slowly sank into the bay and floated for a while as he caught his breath and let his brain register every bite and bruise that covered his body.

There were a lot.

He became aware of the mayhem outside of the bay as more and more monsters swarmed the area and tore into each other. Ben could only sit there and stare until the swirling cloud of blood became too thick to see through. Only then did he remember why he had come out into the water in the first place. He rolled over in the water and with a quick push of his tail he was moving towards the shallow.

His tail shifted back into legs and he strode up onto the beach, his shoulders slumping as his feet dragged through the sand. That had to be one of Ben’s worst experiences as any of his aliens.

He wrapped the slab of meat in leaves so he wouldn’t be covered in gross eel juice when he transformed back, which if there was a God and He was kind would be any moment now. Cradling his prize in one arm he grabbed up his socks and shoes and headed inland.

His head was dropping and his breathing heavy as he meandered down the trail, he should have waited for the Omnitrix to time out before leaving the water. Plus he would have stopped bleeding, there were more than a few drops of blood leading back down the beach.

As he reached camp he fell to one knee and found it almost impossible to breathe. He couldn’t even wheeze as he lurched towards the ground, barely propping himself up with one arm.

“Tennyson?! Christ, what happened to you?”

Ben heard a loud ‘thud’ before Charmcaster was at his side. She pulled him up so he wasn’t about to collapse and he saw her face tightened in fear. He knew he was pretty beat up but was it really that bad?

“Shit, you’re bleeding everywhere. Ben, I need you to make it to your feet if you can,” Charmcaster said as she tried to hoist Ben up. She got him a few inches up but he was too heavy and she was too weak to do more than that.

“I can’t carry or even drag you so get your ass up Tennyson!”

Goaded by Charmcaster Ben marshaled his strength and pushed himself up. He was erect for approximately three seconds before he toppled forward.

“Ben!” Charmcaster rolled him onto his back and watched with growing fear as his breathing grew weaker and weaker.

Ben tried to speak, for some reason the Omnitrix hadn’t timed out yet but if he could just get her to understand that he needed her to hit the symbol on his shoulder then it might change him back. Instead his attempt to make words came out as a pathetic gurgle and it pushed Charmcaster over the edge. She turned away from him as she choked back sobs.

Ben’s arm flopped numbly across his chest as he tried to reach for the Omnitrix emblem but his banged up limb wouldn’t bend right. As his vision began to grow dim Ben threw his whole body at Charmcaster, using the last of his strength to dig his own claws into his chest so his hand pointed at his shoulder.

Charmcaster jumped at the wet ‘smack’ that Ben’s body had made as he thrashed. When she turned and saw his chest had grown still she nearly ran away but her eyes were drawn to the trail of blood from his self-inflicted wound and then to the Omnitrix symbol on his shoulder.

She slammed her fist down onto the emblem and Ben felt more than saw the light envelope his whole body, it actually tingled and filled him with rejuvenating warmth. Ben’s chest kicked up as his whole body arched and breath returned to him in a great gasp. He blinked several times as his sight returned and then Charmcaster fell on him. At first he winced as he thought she was going to start hitting him for scaring her but he quickly realized she was hugging him tightly and sobbing into his shoulder.

“Charmcaster, it’s okay. I’m okay,” Ben said as he tentatively put his hands on her shoulders. Through her sobs Ben was able to make out words, the same couple of words.

“Thank you, thank you, thank you…”

Ben didn’t understand, she was the one who saved him. He tightened his grip on her shoulders and held her at arm’s length so he could look her in the face. Her eyes were red from tears and they still ran down her face as she was wracked with the occasional sob.

“Charmcaster, you saved my life, why are you thanking me?”

Charmcaster shook off Ben’s grip and turned away from him, her cheeks becoming as red as her eyes.

“I didn’t want to be left alone… This place is dangerous enough as it is.”

“Oh,” Ben said. He felt like there was something else that she had been going to say but he didn’t want to press it at the moment. Instead he cast his gaze about until he found the bundle of leaves that was the eel meat where it had fallen from his grasp when he had nearly collapsed.

“Let’s get dinner started,” He said as he reached over to grab the makeshift package. He was pretty unsteady as he made it to his feet, nearly dying apparently took a lot out of a guy.

Charmcaster silently nodded and after burning her spear clean in the fire that she had started they set the meat to cook over the flame. They sat on either side of the spear to keep it propped up and as they waited Ben recounted what had led up to that dramatic little moment.

Charmcaster listened intently and without interruption, her eyes closed as she pictured everything in her head. When Ben was done her eyes opened slowly and she stared into the fire.

“Well, what do you think?” Ben asked impatiently, he desperately needed somebody else’s input on all this.

“I think we’d need the freaking Titanic to get off this rock.”

Ben chuckled and then blinked in surprise.

“Did you just make a joke?”

Charmcaster straightened up, her arms folded across her chest as she raised a silver eyebrow at Ben.

“So?”

“I’ve never heard you make a joke before, it’s always been death threats and curses.”

“Well,” Charmcaster started to say as she tried to maintain her superior attitude but deflated with a melancholic sigh. “It’s not like Uncle Hex is one for chit-chat.”

“His loss, the big jerk.”

This time it was Charmcaster’s turn to laugh, a short guffaw that ended in a snort that had her clapping her hand over her face as she blushed with embarrassment.

“So what about the barrier?” Ben asked as he choked back more laughter, he didn’t want her angry at him right now.

It took Charmcaster a moment but she regained her composure and answered Ben.

“It could be magic or some kind of weird technology but either way it has to mean there’s a power source somewhere and we should look for it.”

Ben nodded his agreement, this discovery changed a lot of things for the two of them and if they were lucky it might even mean a way home.

Thoughts of home were pushed from Ben’s head as the smell of meat in the air made Ben realize he was ravenous, which didn’t make any sense considering all the meat he had eaten off the carcass. Fortunately there was plenty for the two of them, even with the bites taken out of it by the fish and shriveling from the flames the slab of meat was as long as Ben’s forearm.

As they picked the piping hot meat off the spear the last of the light finally faded and Ben and Charmcaster found themselves surrounded by darkness with only the light of the fire to see by.

“What was that?”

Ben looked up from the piece of meat in his hands to scan the area around them before looking to Charmcaster.

“What was what?”

“I thought I saw a flicker of light. There’s another one!”

Ben followed Charmcaster’s line of sight out into the darkness and saw several dots of light moving through the air before they disappeared. Another couple lit up and danced around each other before fading.

“Fireflies,” Ben said. “Grandpa Max took me and Gwen to the Catskills in New York a while back. I had never seen anything like it before. It was like the stars fell out of the sky and danced through the woods.”

The wistful memory had Ben’s vision getting misty, thoughts of home returning with a vengeance that made him realize how much he missed his family. His reverie didn’t last long however as soft sobs behind him grabbed his attention. He turned and found Charmcaster staring out at the flickering insects as tears poured down her face.

“Charmcaster, what’s wrong?”

“I hate you.”

“Excuse me?” Ben asked as he slid away from Charmcaster, sensing a possible attack.

“All I’ve ever wanted was to have a family, people I could trust and love unconditionally, exactly what you have. But that’s never going to happen because Hex is the only family I have left and he… he…”

“Charmcaster, it’s not the fact that we’re family that I trust and believe in Grandpa and Gwen. It’s because they’ve earned my trust and love that makes us family and it can be that way with anyone regardless of blood.”

Ben almost didn’t recognize that those words belonged to him, they sounded like something Grandpa Max would say. Regardless his words seemed to have had an impact on Charmcaster who had been looking at Ben with a trembling lip.

She slid close to Ben and raised an unsteady hand to his face. Ben was stone still as her hand slid along his jaw line to behind his ear and finally coming to rest on his neck.

“Ben, this morning you said I was beautiful… were you just saying that to try and make me feel better?”

Ben swallowed loudly as Charmcaster’s face hovered inches away from his, her lavender eyes still shimmering from the tears she had shed. He felt like there was a trap somewhere in all this and he would be really sorry if he said the wrong thing.

“I was telling the truth, but at the time I was also trying to apologize for… touching you… without your permission, uh, wait, I mean not that you would have-”

“Ben.”

“Yeah?” Ben asked weakly as his eyebrows tented nervously.

“You have my permission,” Charmcaster whispered as she tilted her head and pressed her lips to Ben’s.

Ben almost fell backwards in surprise but Charmcaster held him in place with the hand on his neck. This was different from the rather violent, teeth-smashing kiss that had taken place earlier, this was soft and gentle and pleasant. Even when Charmcaster slid her tongue into Ben’s mouth it was more passionate than wild as she teasingly played with his tongue.

Ben blinked as they parted, his breath heavy as a small strand of saliva hung between him and Charmcaster. She began to pull away but he leaned forward, returning the kiss somewhat clumsily, even daring to slip his tongue into her mouth. Charmcaster responded enthusiastically by sucking on his tongue and moaning softly.

Their food lay before them forgotten as they parted again, Charmcaster trailing her hand along Ben’s cheek as she stood up. Ben caught her hand as he rose after her, allowing her to guide him towards the hut. As they reached the dark entrance Charmcaster gave Ben a sultry smirk over her shoulder.

Ben stepped into her before she could move another inch and wrapped his arms around her waist. Charmcaster stiffened momentarily and then melted into Ben’s arms as he stretched up to plant kisses on her neck.

Charmcaster moaned again and tilted her head so Ben had free range of her neck and he obligingly kissed more of her soft skin. Ben tentatively let his teeth touch her skin, taking cues from memories of that morning, and was rewarded by the slightest of quivers through Charmcaster’s whole body.

Ben bit down gently and Charmcaster threw her head back in delight. She spun in his grasp and grabbed his head with both hands as she kissed him deeply. Ben responded by grabbing handfuls of her ass, pulling her hips close to his tented pants.

Charmcaster pulled Ben through the door and then slid out of his grip, spinning on her heels so her back was to him once more. As he stumbled she undid her skirt and let it fall to the floor before continuing to the bed, her hips swaying back and forth.

Ben had seen Charmcaster’s ass a multitude of times since they had come to this place but seeing her display it because she wanted him to see it was hotter than he could imagine. As she bent over the bed of leaves she glanced back at Ben, or more importantly, at his pants. Ben felt like he couldn’t take them off fast enough as he nearly tripped over himself.

Charmcaster positioned herself so she was leaning against the wall with her legs spread open in invitation, her panties showing the slightest hint of dampness. Ben knelt at the edge of the bed and crawled towards her, his eyes taking in every inch of her. Charmcaster reached out to run her hands through Ben’s hair before guiding his face to hers and embracing him in a kiss once more.

As their tongues invaded each other’s mouths Ben braced himself with one hand on the wall and the other groped her chest, squeezing her breast softly at first and then more firmly as a moan rumbled up through Charmcaster. He felt her nipple stiffen through the fabric and he changed his focus to the hardened bit of flesh, pinching it between two fingers.

Charmcaster threw her head back as she gasped and then pulled Ben roughly to her so she could kiss and bite at his neck. Ben tried not to jump every time he felt teeth against his skin but it was worth every moment as Charmcaster let go of him to peel off her shirt, exposing her pert breasts.

Ben leaned into Charmcaster, kissing and nibbling on her neck to get her purring and then slowly moving down her chest until he could take one of her nipples in his mouth and the other in his hand. He suckled gently before flicking the sensitive nub with his tongue as he pinched and twisted the other. Charmcaster’s purr became a euphoric growl, her back arched and her toes curled as she grabbed fistfuls of Ben’s hair.

Even with his hair being nearly yanked out Ben didn’t pause in applying himself to Charmcaster’s breasts. As he gently took her nipple between his teeth Charmcaster stiffened and pulled him off of her. He tried to rise up but she held his head in place as she caught her breath. Once she was no longer panting so heavily she smiled down at Ben before guiding his head lower, allowing him to plant kisses down her chest and stomach until his head came to rest between her legs.

The heat of her pussy washed over Ben’s face and he could see her panties were now soaked. Charmcaster let go of Ben with one hand and tugged the fabric covering her pussy to one side, revealing her glistening mound.

“Let’s make a deal,” Charmcaster’s voice cut through the sexually charged silence, drawing Ben’s eyes upwards. “You get me to cum and I’ll let you put Little Tennyson where ever you like.”

The ache in Ben’s dick at Charmcaster’s words made it feel like it was going tear right through his underwear. He agreed by pushing his head forward, burying his face in her pussy. She smelled of the ocean and was definitely saltier than he remembered but no less enticing.

He slid his tongue from top to bottom teasingly before pulling back slightly so he could kiss her inner thighs and even nip them slightly, making Charmcaster jump and twitch. As she gripped his hair even tighter he returned to her pussy, sliding his tongue within her folds. He flexed and stretched his tongue for all he was worth and Charmcaster writhed and squirmed almost as much as his tongue did. Ben’s jaw began to ache which was a problem because he could tell Charmcaster, though enjoying the stimulation, was nowhere near an orgasm.

He pulled back to catch his breath and give his mouth a rest as he considered his next move. Charmcaster cooed as she loosened her grip on his hair to stroke his forehead affectionately. Ben returned the gesture with a squeeze of Charmcaster’s thighs before taking his hands and using his thumbs to spread her lips apart, exposing her inner walls as well as her clit.

Charmcaster tensed and her gaze rose skyward as Ben shoved his tongue back into her and his nose bumped against her sensitive clit. Ben licked and lapped until his face was drenched in her juices and then he pulled back and ran his tongue along the edge of her lips, flicking it over her clit when he reached it. Charmcaster moaned loudly as Ben plied his tongue to her most sensitive area.

“Yes, yes, more!”

Spurred on by Charmcaster Ben grabbed her clit with two fingers and began to gently squeeze and twist the organ while he tilted his head so could he penetrate her with his tongue once more. Charmcaster gasped and sputtered as Ben ate her out for everything he was worth.

He could feel her getting more and more tense as his fingers worked at her clit. Ben gave it a pinch and Charmcaster’s whole body jumped, a sharp cry ringing out through the hut.

“R-ru… rub it,” Charmcaster managed to get out breathlessly as her head rolled from side to side, her eyes closed in ecstasy.

Ben did as she demanded, placing the index and middle fingers of his right hand over her clit and jiggling them back and forth. Charmcaster’s legs wrapped around Ben’s body, suffocatingly pressing him into her as her back arched.

“Faster!”

Ben mashed her clit down as he worked his fingers faster, every last ounce of his focus on bringing Charmcaster to orgasm. Her thighs clenched around his head muffled the climatic scream that tore through her but he was keenly aware of his success as his mouth suddenly flooded with juices.

Charmcaster’s body sagged around Ben, for which he was grateful as it had been hard to breathe for a moment. He pushed himself up and Charmcaster’s legs slid off of him, their owner too overcome by her orgasm to do anything but let them hang limply. Charmcaster was much the same all over, her sweaty hair was matted to her forehead as her head lulled to the side and her chest heaved with gulps of air.

Ben wiped his face with the back of his hand as he looked Charmcaster over, unable to help the smile that spread across his face at seeing her lying like a puppet with its strings cut. Then she surprised him by hooking a hand around his neck, pulling him down as she used him as a counterweight to push herself off the wall. Ben wound up lying on his back with Charmcaster straddling his waist. His cock pressed painfully against his underwear as the heat of her pussy inflamed his groin.

Charmcaster lowered herself down atop Ben, sliding down his body so she could kiss his chest and work her way up to his neck.

“So… a deal’s a deal Tennyson…” She said between kisses and bites to Ben’s neck.

For the first time since they had kissed Ben felt hesitant, his cheeks even grew red as he tried to find his voice.

“Your ass…” Ben said, though it was barely more than a whisper.

Charmcaster locked lips with Ben and nibbled on his lower lip as she pulled away. She rose back up and reached down to Ben’s crotch, sliding his underwear down enough to free his cock, which sprang to attention.

Ben thought she might guide his cock to her asshole but instead she stood up and turned around. She slid her underwear off before lowering herself to her hands and knees, presenting Ben with her ass in the air.

“Well, I’m not going to do everything for you,” Charmcaster said though her red cheeks and dripping pussy belied her haughty tone.

Ben struggled out of his underwear as he rose up to his knees. He eagerly grabbed his dick in one hand while the other tentatively took hold of Charmcaster’s hip. He rubbed his cock against the juices of her pussy and stroked it until it was nice and lubed before placing the tip against her puckered hole.

Charmcaster drew in breath slowly, trying not to hiss as Ben inched his cock into her. As Ben got half his dick into her Charmcaster realized it actually wasn’t as bad as she had anticipated, in fact, compared to the fucking Fourarms had given her it was rather pleasant.

Ben moaned as her hole felt tight and warm around his cock. He pulled out until he felt his swollen head just about to pop out and then he thrust back into her, establishing a slow rhythm. Ben was breathing heavily as he pumped Charmcaster’s ass, he was trying to keep from ending this so quickly but without the aid of his alien forms he feared he lacked the stamina to keep at it for very long.

Charmcaster lowered her head to rest on her crossed arms as Ben picked up speed. She had been enjoying Ben’s gentle motions but as he thrust deeper into her she felt a stirring sensation deep within her that made her moan in surprise. It was small and strange at first but as Ben pounded her with more force it grew stronger and more pleasurable.

“Harder,” Charmcaster moaned as she picked her head up and leaned on one arm so she could rub her pussy with her other hand, adding to the build-up of euphoric waves.

Ben almost couldn’t believe his ears but he eagerly acquiesced, tightening his grip on her hips as he slammed into her. Charmcaster threw her head about, her hair whipping this way and that as her whole body quivered and she panted heavily.

Ben grunted with effort as he fought the building climax in his loins.

“I’m gonna… gonna cum,” He gasped as he pistoned faster.

“No! Not yet!” Charmcaster begged, desperately cramming four fingers into her pussy to reach that rapturous peak before Ben gave out.

With her stuffing her pussy so, her ass squeezed around Ben even tighter and he couldn’t fight it any longer. He sagged forward as he came, grabbing at Charmcaster’s breasts and roughly sinking his teeth into her shoulder.

Ben’s actions pushed Charmcaster over the edge. She crashed to the ground as she convulsed in pleasure, the second orgasm taking all the strength out of her.

They lay in a heap of tangled limbs for several moments as they caught their breath. Ben was the first to recover, pushing himself up, his dick sliding free of Charmcaster’s ass with a string of cum connecting them for a moment. He rolled off of her and stared at the ceiling before turning his head to look to Charmcaster.

His eyes locked with hers and she reached out to his nearby hand, threading her fingers through his. They shared a smile before Ben wrapped an arm around her waist to pull her close. Their naked, sweaty bodies curled together as the sleep that only passionate love making can bring about swiftly claimed them.


	6. The Weavers of Trouble Revealed

Ben awoke first, his eyes bleary with sleep and his body clammy from sweat. His hand ran along Charmcaster’s body, making her shiver and mumble in her sleep. Waking with her by his side after last night was probably the greatest way to start a day ever, in his opinion. He pushed himself up and strode to the door, concern over his nudity the farthest thing from his mind.

He rubbed at his eyes as the morning light assaulted them, taking several moments to adjust. As he yawned and stretched in the doorway he scanned the campsite through narrowed eyes and then let out a yell.

There was something moving through the camp, a lump of white that he almost hadn’t noticed except that it scurried forward a few feet just as his eyes passed over it. It looked up at Ben as he yelled in surprise and he nearly yelled some more when he saw a humanoid face looking back at him from the body of a spider. It turned and darted into the brush, its many legs carrying it away at a quick pace.

“What?! What is it?!” Charmcaster asked from where she had sat up, startled awake by Ben’s cry.

“What the hell is it?” She pressed as Ben stumbled away from the door and grabbed up his club and then his underwear.

“There was something out there.”

“And?” Charmcaster asked as she slipped her shirt on, she wasn’t going to remain naked if he wasn’t.

“It was a spider something but with the face of a person, and it was the size of a Rottweiler!”

Charmcaster began to dress faster as the picture in her head of Ben’s description gave her chills. In a matter of moments the both of them were dressed and peering cautiously though the door.

“Is it still there?” Charmcaster asked as she stayed farther back. She didn’t have a super powerful alien device or even a club; her spear was lying in the middle of camp so as far as she was concerned this was a job for Ben Tennyson, Boy Hero.

“I don’t see anything,” Ben said as he slowly stepped out of the hut, club hefted before him in both hands as if it would ward off the creature he had seen.

Charmcaster was right on Ben’s heels, she wasn’t going to left alone so the creature could scurry into the hut and corner her. They inched their way through the camp, looking for anything that seemed out of place.

“What’s that doing here?”

“What?” Charmcaster said, trying to look everywhere at once.

“That,” Ben said rather flatly as he pointed at the one of the giant fruits that they had gotten wasted on yesterday. It was obviously a fresh fruit, it was mostly intact and through the cracks in its shell the seeds still glistened brightly.

“It’s… it’s mine,” Charmcaster said, dropping her eyes as Ben glanced at her with a raised eyebrow. Why did admitting that make her feel guilty, it’s not like she had done anything wrong.

“Why would you get more of that stuff?”

Ben’s tone only made her feel worse, like he was disappointed in her and she grimaced as she struggled not to let shame redden her cheeks.

“Because… I liked the way it made me feel and I figured it would make everything… easier to deal with,” Charmcaster ended falteringly.

Ben frowned as he looked between Charmcaster and the fruit before sighing which Charmcaster struggled not to scowl at. She was about to open her mouth and tell Ben off when he shrugged and said, “Okay.”

“‘Okay’ what?”

“Just okay. If you want to keep the fruit then keep it, I’m not going to try boss you around. I get enough of that from Grandpa and Gwen so, okay.”

“Okay,” Charmcaster said softly, more to herself in surprise than to Ben. For a moment it was like she forgot he was there, biting her lip as her thoughts carried her far away from their little campsite. Was this what he meant about trust? Was he giving her a chance to show him she could be trusted to do the right thing?

“The meat is gone.”

Charmcaster blinked as Ben’s odd statement distracted her from the quandary she was becoming mired in.

“What did you say?”

“The meat from the eel, it’s gone. That thing took it.”

“Did you see it take it?”

Ben shook his head and gestured towards some marks in the dirt.

“These look like tracks and they’re all around the spear and then they go off that way,” Ben said, pointing and following the trails of marks.

“Well then why don’t we try and follow it.”

“What? Why?!” Ben exclaimed, turning to Charmcaster with eyebrows raised.

“I don’t know, maybe to see if it’s a threat or just to know where to stay away from,” Charmcaster argued. She didn’t like the idea of any more monsters wandering around unbeknownst to her, she was tired of being on the defensive with this place.

“Well, we did want to start exploring more of this place so I guess that’s not such a bad idea. But let’s get something to eat first, being terrified and hungry doesn’t sound like a good time to me.”

Charmcaster couldn’t fault Ben for his reasoning and it wasn’t like she was going anywhere without him anyway. She grabbed up her spear and followed him to the beach.

“So did your grandfather teach you to follow tracks? Because it all just looked like dirt to me,” Charmcaster said they made their way down to where the fish swam in the shallows outside the bay. She was surprised Ben walked beside her so calmly as they made their way out on the crescent tip. After what he had told her happened she didn’t think he would handle being near the water so well.

“A little, he showed me and Gwen how to recognize an animal trail in Yellowstone right before a giant space tick tried to eat the whole planet.”

Charmcaster paused to give Ben a quizzical look but his gaze was focused on the water so she shrugged and turned back to the task at hand.

It didn’t take them long to get enough fish, they were both becoming quite adept as it proved the only constant source of food. Back at camp Charmcaster found her eyes drawn to the canopy above them, keeping a wary watch for anything watching back.

“Relax, you’ll exhaust yourself before we get very far,” Ben said, remaining almost eerily calm as he cooked his fish.

“Weren’t you the one freaking out earlier?” Charmcaster asked, a tinge of frustration entering her voice.

Ben shrugged, “Yeah because it had a face like a person. But it took off when it saw me and as weird as a spider with a guy’s face is, it really doesn’t rate with the stuff I’ve run into.”

Charmcaster sighed, “Well as least one of us is confident this will go well.”

“Until the prey becomes the predator,” Ben said in a deep, gravelly voice before bursting into laughter.

He wiped tears from his eyes as he finished laughing only to find Charmcaster looking at him with wide eyes like he was a madman.

“What? You weren’t quoting ‘Alien Manhunter 2’?”

Though Charmcaster was already tired of asking it already she couldn’t help from uttering a dumbfounded, “What?”

“‘Alien Manhunter 2’, one of the greatest sci-fi action movies ever? How have you not seen it?”

“Young sorceresses usually don’t have time or any interest in seeing movies.”

“Please tell me that means you’ve just never gone to a movie theatre?”

Charmcaster was quiet as she tried not to feel indignant over Ben’s surprise.

“Are you telling me that you’ve never seen a movie?”

“Magic requires all of one’s focus and doesn’t allow for distractions,” Charmcaster recited the indoctrination she had been taught but here in this place with Ben it felt more like a lame excuse rather than one of the fundamental pillars she had been raised to believe.

“That tears it!” Ben exclaimed, jumping to his feet and pointing to Charmcaster in proclamation. “When we get back I’m hijacking Gwen’s laptop and we are going to have the greatest movie marathon in the history of the world!”

Charmcaster smiled weakly and dropped her gaze to the dirt.

“Do you really think it will be that easy?”

“What do you mean?”

“Your grandfather and sister are just going to be okay with me being part of your life?”

Ben cocked his head to the side and raised an eyebrow at Charmcaster as she spoke with such melancholy. He sat back down beside her and took her hand in his, squeezing it firmly as he looked her in the eyes.

“How many times am I going to have to tell you? Gwen is my cousin.”

Charmcaster jumped up to stomp off in exasperation as Ben laughed but he held onto her hand and pulled her back around to face him.

“Sorry, I’m sorry. The truth is I don’t know how they’ll react but I’m a part of their lives just as much as you’re part of mine now, hopefully they’ll understand that. You’ll just have to give them a chance… though Gwen might be a little harder to win over.”

“How is this so easy for you?” Charmcaster asked softly while her hand squeezed the feeling out of Ben’s hand to keep from trembling.

“It’s not but it’s the decision I’ve made and Gwen always says I’m too stubborn to change my mind,” Ben said with a reassuring smile before pulling Charmcaster back down to the log so they could eat.

***

They ate quickly and armed with spear, club, and Omnitrix they turned to the trail in the dirt. Ben led the duo and Charmcaster once more watched the upper branches for anything out of place.  
“So tell me what happens in this ‘Manhunting Alien’,” Charmcaster said, hoping for some conversation to take her mind off how quiet and creepy the woods had become with the knowledge of a giant spider lurking somewhere.

“And ruin the movie for you? No way,” Ben said as he knelt to get a better look at the tracks.

“Come on, at least tell me what it’s about.”

“It’s kinda obvious really. Anyway, it takes place in a jungle which is why I thought of it so quickly after you accidentally quoted a line. So this group of soldiers is in this jungle trying to capture this alien from the first movie and they’re all cocky about hunting this thing except for the guy who was also in the first movie and he’s always grim and serious which is where my line comes from.”

“I see,” Charmcaster said as Ben excitedly rattled off what he liked most about the movie and the other films in the series, which it seemed, were a lot.

She found herself studying Ben’s back more than the trees as he talked. He had the beginning of a tan all across his upper body, probably due to the fact that she had taken his shirt. The scratches and bites she had left on him were slowly fading.

If his family saw those marks what would they think of them? Bug bites? Or would they turn their eyes to Charmcaster knowingly? Worse, once they found out that she had willingly and wantingly laid down with him. She was beyond hating herself for what happened last night, being with Ben was something other than a pedophilic urge. She knew that about herself now, perhaps she had known earlier but she didn’t think she could put to words the need that had filled her as Ben created this glowing vision of a world she desperately wanted to be part of.

“Do you have parents?”

“And there’s this really hu-what?” Ben asked, caught off guard mid-explanation. He looked up from the tracks at Charmcaster with eyebrows tented and a confused frown.

“I realize I don’t really know that much about you and I’ve only ever seen you with your grandfather and cousin.”

“I’ve got parents, but I didn’t get to spend much time with Grandpa Max on account of him being a Plumber so this was supposed to be a summer where we just hung out.

“What about you-?” Ben nearly bit his tongue as he tried to take back the question as he realized he already knew the answer.

He cringed inside at seeing Charmcaster grow quiet as a frown creased her face and her eyebrows sank.

“Uncle Hex has been the only family I’ve had for a while. My parents are gone, they… died saving the two of us.”

“I’m sorry,” Ben said softly as he tried to focus on the trail. He felt terrible for bringing the subject up and hoped they could just move past it by returning to the task at hand. He pushed forward through a thick stand of ferns and let out a yell as his foot met nothing but air.

Ben threw his arms out to catch himself but all he caught hold of were handfuls of fern leaves. His hand instinctively went for the Omnitrix as he fell forward but his flight was a short one as he hit the ground almost immediately and had the wind knocked out of him.

“Ben!” Charmcaster yelled, pulling the ferns branches aside so she could see where he went.

Ben groaned as he rolled onto his back and found himself in a pit, Charmcaster just visible as she peered over the edge.

“Are you okay?” She asked as she studied the width of the pit. It looked about ten feet deep or so and the sides were smooth and practically vertical, there was no slope or handholds for Ben to use.

“Ugh… bruised but intact… I think,” Ben moaned as he sat up, coughing a little as he found it hurt to take a deep breath.

“This hole is weird,” Charmcaster said as she leaned forward to get a better look.

“That’s one word for it,” Ben said as he got to his feet and brushed the dirt from his chest and pants.

“No really,” Charmcaster said as she knelt to run her fingers along the edge. “It looks perfectly round and the sides are too smooth. Even the ground at the bottom is evenly flat. Magic made this hole.”

“How-?”

“Trust me, I know what I’m talking about,” Charmcaster said with a sudden sense of urgency as she reached down into the pit for Ben. “That means we need to get out of here right now.”

Ben nodded his agreement as he reached for Charmcaster’s hand and then froze, his hand just shy of hers. Charmcaster saw Ben’s face twist with surprise and alarm as his eyes focused on something above her and felt her heart jump in her throat. Ben and Charmcaster lunged for each other as many limbs grabbed her around the waist.

Charmcaster was too scared to look back as whatever had hold of her tried to pull her off the ground, her grip on Ben’s hand tightening like a vice. Ben grunted with effort as he planted his feet against the wall and grabbed Charmcaster’s wrist with his other hand.

“Hold on Charmcaster!” Ben said as he fought to keep the spider-thing that had a hold of her from pulling her away.

Charmcaster tried not to scream as it tightened its grip around her waist but she couldn’t keep back a shriek as what felt like two burning darts struck her in the neck. Fire shot through her shoulders and down her arms, a blazing agony that robbed her of her strength. Charmcaster and Ben shared a panicked look as her limp hand began to slip from his grasp. Ben snarled in desperation as her fingers squeezed through his hand until he was left grasping nothing but air as she was yanked skyward.

“Charmcaster!” Ben yelled as he fell back into the dirt, the look on her face as she disappeared into the trees burned into his brain. He fumbled with the Omnitrix as he made it to his feet, his hands shaking with equal parts rage and fear.

His mind was a jumbled mess of what alien he needed, almost any of them would do he just needed to be quick about it.

Quick!

He needed to be quick! And there was only one choice for that.

A flash of green light later and a blur of blue and black was running along the wall of the pit, building up enough speed to escape it with a jump. Ben, as XLR8, paused after he landed long enough for the visor of his helmet to open and scan the area where Charmcaster had been taken. He didn’t see so much as a falling leaf to mark her passage so the visor slid back into place before he sped forward, zigzagging so he could cover more ground.

Everything should have appeared as a blur to him as he raced from one spot to the next but his senses were adjusted to moving at high speeds, if anything things felt like they were moving in slow motion even when he was standing still. Though Ben had started out frantic and angry he found wearing another form calming, like it was the most natural thing in the world, and he was quickly filled with a sense of driven focus.

He began systematically searching the jungle, not even truly aware of the fact because XLR8’s species possessed a keen sense of spatial awareness. As he ran faster and faster he was beginning to truly appreciate how big the island was as the minutes and miles dragged on and he found himself still surrounded by jungle.

After five minutes of endless searching and still no sign of Charmcaster or any spider creatures Ben was beginning to feel a little disheartened. How had they disappeared so utterly?

He circled back and retraced the steps they had taken, examining every little thing while wishing Gwen and Grandpa were there. They were always able to pick up on things or think of something that would never have occurred to him. His frustration got the better of him as the familiar beeping of the Omnitrix filled the air and left him as plain old Ben kicking and swearing at the air in the middle of camp.

“Shit! Shit! Fucking hell! God damn son of a-”

Ben stopped mid-curse as he realized he wasn’t alone in camp. Sitting on a stump was the spider creature, studying him intently with an intelligent eye that made Ben’s skin crawl. As they both watched each other Ben became aware of the fact that its two front legs were different from the others, they had several more joints and were tipped with numerous little claws that flexed like fingers.

“She is safe.”

Ben jumped as it spoke, it sounded like a parrot, more of a squawk than a real voice.

“She is safe,” it repeated.

“Why… why did you take her?” Ben said as he licked his lips, trying to stay calm so he didn’t grab a rock to bash this thing’s head in.

“Mistresses wanted her, wants you. She was easier to catch, now you come.”

With that the strange little creature turned as if to lead Ben to where ever it wanted him to go and Ben saw his opportunity. In a crouching run he grabbed hold of a fist-sized chunk of crystal and raised it high as he straightened up to sprint across the distance between them. The creature turned at the sound of Ben’s footsteps and instead of darting for safety it raised its spindly little arms and cringed fearfully.

Ben paused, standing over the spider with the crystal stopped mid-swing.

“Why don’t you run? I’ve seen how fast you are, why aren’t you running?!” Ben tried not to snarl at the creature.

It looked at him through the gap in its arms, beady little eyes still narrowed in expectation of a blow.

“Mistresses said to bring you, gave nothing but that, not speed, not no-sight, not even proper venom to stun. So hit if you must but then come.”

Ben stepped back and lowered his arm, the crystal falling from his hand as he frowned at the spider and sighed.

“Lead the way then,” he said, realizing this was his best chance to find Charmcaster.

The creature bowed its head and turned back around. The path it took was the same as the one they had been following before but when it reached the spot where the pit was it veered off onto a path that was hidden under the leaves of ferns. Ben had to hurry to keep the spider in sight as it scurried under the brush with ease. The brush turned out to be a boon as Ben’s thrashing through it hid the sound of the Omnitrix recharging, the spider only glancing over its shoulder as the device chimed.

Ben eventually found himself in front of a cave. It was set into the bottom of a cliff with the stream they had been drinking from forming a waterfall nearby. Ben wasn’t sure how he had missed it in his search as XLR8, he didn’t remember any caves whatsoever. The creature entered the dark hole in the rock readily but Ben hesitated. He believed Charmcaster was in there, he had to, but that didn’t make walking into such a blatant trap any easier.

“She will not be safe if you do not come,” came the voice of the spider out of the dark, leaving Ben with no choice.

He kept his right hand on the Omnitrix as he stepped into shadowy entrance, his eyes wide and darting with alertness. Just as it became too dark for him to see anything he became aware of a soft glow deeper within the cave. Approaching it cautiously showed him it came from small deposits of crystals that gave off a pinkish light. Before long Ben could see just fine as the crystals were everywhere.

Ben was beginning to wonder how much further he would have to go when he heard chuckling overhead. If seeing a spider with a man’s face was freaky, seeing a woman who was spider from the waist down was horrifying.

There were four of them, sitting in massive webs that spanned the huge cavern the cave suddenly opened into. Their upper bodies were that of full grown women, skins covering their chests and bones decorating their ratty hair. However that is where their humanoid qualities ended because at the hip their bodies were vividly colored spiders the size of horses, connecting where the spider’s head would have been.

“See sisters? I told you if we took his mate he would walk in here all on his own,” the largest of the spider-women cackled, chorused by laughs from the others.

Ben barely heard her as his eyes were drawn to a figure held in a web almost tucked out of sight. Charmcaster’s head hung limply at first but as the spider-women spoke up she stirred and her eyes found Ben at the mouth of the cavern.

“Yeah, I’m here, now give her back,” Ben said, anger threatening to ignite into rage as it burned away his fear.

“Oh, such spirit in this little male. I bet it tastes lovely,” mused another spider-woman, crawling to the edge of her web so she could lean forward to examine Ben more closely.

Ben glared back at her, fighting the urge to go for the Omnitrix and set the whole place on fire.

“Come now sisters, we must show some respect. After all, this one escaped our snares and survived the Leviathan Sea, most impressive feats.

“We are the Shaldoth and this is our island, all that lives here pays us tribute or dies,” the largest of the Shaldoth said, pausing expectantly.

Ben’s brow furrowed as his glare intensified. If she wanted him to bow or get down on his knees then she would be sorely disappointed.

“So what do you want from us then? I’ll get it as soon as you give back Charmcaster.”

“No!” Charmcaster suddenly shouted, struggling to no avail against the steel-like strands of silk that held her. “They steal energy, that’s where my magic has gone! They can-”

“That’s enough out of you!” bellowed the largest of the Shaldoth, jabbing a finger at Charmcaster. Her hand glowed and Charmcaster’s cries were silenced by a gag of webbing that materialized in place.

As she turned back to face Ben her snarling features were smoothed over by a smile that could only be described as simpering.

“It’s true that we feed on the energies of all that lives and your lovely mate has provided such a bountiful tribute but you have yet to pay your tithe and we simply cannot abide that. Now if you were to willingly offer us some of your great strength we would leave you and your mate be for however long you were to reside in our home.”

As the largest Shaldoth spoke her sisters had crept along their webs, gathering together to stare at Ben hungrily. Ben’s eyes fell to the Omnitrix, it was obvious even to him that the device was once again protecting him in some way. The Shaldoth couldn’t feed off of him so they had resorted to this to get at him.

If this had been the start of summer then Ben might have been foolish enough to give them what they wanted. But they didn’t know he had spent almost every day of his vacation facing down people and aliens who would have done terrible things with the kind of power that the Omnitrix contained.

“How about this, you give me Charmcaster and we leave here safely and I won’t squash you like the bunch of ugly bugs you are!” Ben shouted, his right hand on the Omnitrix.

A chorus of hisses filled the air as the Shaldoth seethed with rage, all except the largest who had a cold smile painted across her face as her black eyes burned with fury.

“It looks like we shall see what that spirit tastes like after all sisters. Get him my lovely husbands!”

At her cry the clattering of hundreds of little legs moving across stone filled the air as scores of the spiders with faces came scurrying out of the darkness. Ben took a step back as he began turning the dial on the Omnitrix, thinking he knew what alien to choose. And then with a cry from all the Shaldoth, the spiders began to grow. As their size increased massive muscled torsos sprouted out of their arachnid bodies, turning into pale skinned monstrosities that were as big as the smallest of the Shaldoth.

Ben turned and ran, his initial choice forgotten as a new idea came to him. The sound of his pursuers was like the continuous rumbling of thunder chasing him through the cave. Ben’s heart pounded as he ran for all he was worth while still turning the dial of the Omnitrix to make a new selection.

The mouth of the cave was a growing ring in the distance as the hairs on the back of his neck suddenly stood on end. Ben ducked and felt the passage of air overhead as something tried to catch hold of him. He glanced over his shoulder and saw two of the hulking spider monsters stampeding over a third that had become unsteady from swinging wildly at him.

It gave him the few seconds he needed to sprint out of the cave, smashing down the plunger just as he crossed the threshold. The light from the Omnitrix poured into the cave, a twinkling of green light even reaching the cavern.

***

Charmcaster feigned unconsciousness as she watched the Shaldoth out of the corner of her eye. They continued to hiss and chatter angrily, scattering away those little spider-men that had been left unchanged to tend to their needs and wants. If they were speaking to each other it was in a language she didn’t know.  
She let her eyes drop to the ground and immediately regretted it as she found piles of small bones littering the floor of the cavern. The Shaldoth may be sustained by the energies they drew from the living things of the island but it was obvious they still enjoyed devouring the flesh of anything they could catch.

That made her think of Ben and she turned her eyes to cave he had run down.

“Your mate is impressive.”

Charmcaster stiffened in her bindings, her eyes wide as terror shot through her like a chill wind. The largest of the Shaldoth hung from a rope of silk beside her, having descended silently as Charmcaster stared after Ben’s escape.

“I mean that, truly. Not only did he escape our Entangling Flowers and Chameleon Fruit, two very effective snares that have caught us much prey in the past, but he also rescued you from those very same traps. That takes a spirit born of fire, but I wonder if it burns too hot too quickly, already he has abandoned you to us.”

Charmcaster turned a baleful eye to the Shaldoth and thrashed as she cursed her through her gag though it only came out as a series of muffled grunts.

“Do you really think he will come back for you?” the Shaldoth asked, running a claw-tipped hand along Charmcaster’s face before yanking the gag away.

Charmcaster stifled a cry as the sticky gag was torn painfully off and tried to wet her lips to speak but found her mouth dry.

“He will,” she croaked. “He’s something you’ve never encountered before.”

“Oh,” the Shaldoth said with insincere interest. “And what is that?”

A twinkling of green light caught both their eyes and Charmcaster found a smile creeping across her face.

“A hero,” she said quietly before the whole cavern shook as if a bomb had just gone off.

The Shaldoth let out screams of confused anger as they were jostled in their webs. The largest was silent but frowning as she grabbed hold of the web that held Charmcaster to steady herself.

The cavern continued to shake, the tremors growing stronger and soon all eyes were drawn to the ceiling high above as a rhythm of thunderous booms shook everything. They all watched as a spider web of cracks began to travel across the ceiling, small chips of stone and dust falling free.

“What is happening? How is he doing this?!” The Shaldoth hissed as she grabbed hold of Charmcaster’s face, her claws like needles on the verge of breaking the skin.

Before Charmcaster could laugh in her face that she didn’t know, a massive fist crashed through the cavern roof and even Charmcaster yelled in surprise. Another hand joined the first and they ripped up huge chunks of the ceiling while pieces still as big a person’s head rained down into the cavern.

Charmcaster blinked as sunlight flooded everywhere, making it hard to see until a colossal form cast a shadow over everything. The face she saw was definitely alien, a blade-like horn sticking out of the top of its red and white head. Yellow eyes as big as kiddy pools scanned the cavern before narrowing at the sight of Charmcaster and then one of its car sized hands reached for her.

“Don’t worry, I’ve got you Charmcaster,” Way Big boomed.

He was about to pluck her free of the web when his arm recoiled as the largest Shaldoth snapped a cord of energy like a whip, leaving a black gash across the back of his hand.

“I warned you,” Ben yelled, his gargantuan form making it sound like the roar of a hundred cannons.

Ben reared back to his towering height of 200 feet and raised a foot that could flatten a big rig truck. A crater formed around his foot as he slammed it into the cavern floor, smashing through almost every web the Shaldoth had, sending most of them crashing to the floor.

“Sisters!” shrieked the largest Shaldoth, still clinging to the web that held Charmcaster.

“Let her go or I tap dance all over them,” Ben said with a growl, glaring down at the Shaldoth.

Charmcaster turned her head towards the Shaldoth and winced at the look of rage twisting her face into something inhuman. For a moment she feared the Shaldoth was going to lash out at her in revenge but with Ben ready to strike with the force of an avalanche she sliced her hand through the air and the strands of web that held Charmcaster were cut.

Charmcaster’s stomach flopped as she fell but Ben was right there to catch her and she found herself sprawled in the palm of his hand. His fingers closed around her protectively but she was still able to peer through them once she righted herself and crawled across his hand. Seeing everything fall away as he pulled his hand back was a little dizzying and had her digging her fingers reflexively into Ben’s skin though he seemed not to feel it.

She wasn’t sure what was going to happen next but she found herself surprised when the world swiveled as Ben turned away, drawing his foot out of the hole.

“Ben! We need to go back!” she shouted, turning to look up at him.

Ben paused, the look on his alien face still managing to convey confusion as he looked down at her.

“Why?”

Charmcaster knew he was trying to speak softly but the wind of his breath nearly knocked her flat against his hand. She stood up and nearly fell over again as Ben raised her up to be level with his face.

“Well, for starters we need to stomp those bitches into paste! And then we need to get my magic back!”

“What?”

“It’s a basic rule of magic, energy drawn from a source other than the caster of the spell must be stored in a container or spent immediately. Those spider-cunts draw energy from every living thing on this island and they don’t use it all at once so it has to be stored somewhere, including my magic! So we need to go back there, kick their asses, and get my magic back!”

“No.”

The word echoed through the air for a moment before Charmcaster started shouting at the top of her lungs.

“What?! Are you fucking kidding me?! Are you afraid or something? Look at you, you’re fucking huge! Turn around and stomp the shit out of them until there’s nothing left but dust!”

Charmcaster would have continued yelling but the ground, that is, Ben’s hand, fell out from underneath her and she experienced another gut wrenching moment of freefall before she landed on her ass. He continued lowering her to the ground until he could tip his hand and dump her gently, if inelegantly, onto the dirt.

Charmcaster glared up at Ben as he knelt before her, still looming a good fifty feet over her. For a moment they just stared at each other and then the sound of the Omnitrix timing out filled the air like a siren and Ben shrank in a blinding flash of light.

“That’s why!” Ben shouted as he ran towards Charmcaster, having found himself a good distance away from her after changing back. He didn’t stop except to take hold of her hand and pull her along behind him.

“Going Way Big uses a lot of juice, we were lucky it lasted as long as it did,” Ben said when he had the breath as he led Charmcaster through the brush of the jungle.

“So what about my magic?” Charmcaster insisted, trying to get Ben to slow down.

“Won’t do any good to go after it right now, the Omnitrix needs to recharge,” Ben said, pulling even harder. “Besides the Shaldoth are pretty pissed off right now, if we don’t stay out of sight for a while they’ll come at us with everything they’ve got.”

“Why didn’t you just kill them when you had the chance?”

Ben was silent as he pushed forward, purposefully staring straight ahead. His silence made Charmcaster’s eyes narrow and she added, “You know it’s going to come to that, right? Ben?”

“Why?” Ben asked as he suddenly stopped and turned to face Charmcaster. “Why does it have to be that way?”

“Because a hero kills the monsters! Don’t be confused just because the top half looks human, they’re monsters and you can’t lock them up once you’re done punching them! They’ll keep coming after us until we’re either dead or hung up in a web for them to feed off of, and then we’ll wish we were dead.”

Ben looked away from Charmcaster, he couldn’t argue with her when she was so very right. The Shaldoth wouldn’t rest until they had their revenge, but he wasn’t going to just accept that her way was the only one.

“None of this changes the fact that we need to find a place to hide for now,” Ben said softly, his face aching as he fought to keep from frowning.

“So where do we go? We can’t go back to camp, they’ll be all over that place.”

Ben froze mid-turn as her words triggered a tumbling of thoughts that left Ben pulling her into an excited hug.

“That’s it!”

Charmcaster looked at Ben in bewilderment as he broke the hug and began towing her along once more.

***

Ben and Charmcaster lay on their stomachs, side-by-side as they watched their campsite from the cover of a series of exposed tree roots with brush piled up around them to create a makeshift blind. They were waiting for any sign of movement in camp, any hint that the Shaldoth’s minions were already there.  
Ben breath hitched as his eyes caught movement and he could feel Charmcaster tense beside him. They watched in taut silence as a horde of the little spider-men burst into the clearing, scattering around the campsite. A moment later one of the Shaldoth emerged from the brush, barking orders and stampeding over those minions of hers that were too slow.

“Search everywhere, if they’re here I want them found! And bring me anything that looks like it belongs to them!”

The spider-men rushed to obey, turning over everything that wasn’t rooted to the ground. Several even stormed into the hut and came out moments later tossing down the pile of leaves Ben and Charmcaster had been using as a bed. The Shaldoth scooped up a handful of the leaves and held them under her nose, inhaling deeply the scent of their mingled sweat and juices. She plucked a single leaf from the lot and ran her long purple tongue across it, her eyes closing as she relished the taste.

“What’s she doing?” Ben asked as quietly as he could.

“Nothing good, with the right spell they could target us with their magic without needing to know where we were,” Charmcaster answered, her eyes narrowed as she studied the Shaldoth’s every movement.

One of the minions brought Charmcaster’s piece of fruit before the Shaldoth and she tucked the leaf away in her bosom before reaching down to heft the fruit easily in one hand. She cracked it open to expose the glistening seeds and sniffed the pungent fruit before smiling.

“I don’t like that,” Ben said before trying to flatten himself against the ground as much as possible as one of the spider-men scurried past their hiding spot.

The Shaldoth dropped one half of the fruit, not even acknowledging the spider-man who caught it and carried it away as she drew out the leaf again. She smeared the leaf into the seeds until it dripped with the mind-numbing juices. They watched with mixed amounts of curiosity as she rolled the leaf until it was a crumpled little ball before tossing it in to the ashes of the fire that still had heat to them.

For a moment nothing happened and then smoke burst from the fire pit, billowing up only a couple feet before spreading out in all directions. It looked more like fog as it rolled across the ground, barely rising a whole foot into the air.

“Hold your breath and cover your face!” Charmcaster hissed, clapping her hands over her nose and mouth, Ben following suit as quickly as possible.

The smoke seeped into their little hiding spot and Ben realized how different from smoke it was as it felt like a wave of snakes were crawling over him, a shiver running down his spine at the cold touch of the smoke.

Ben’s heart beat in his head as the seconds ticked by, the Shaldoth watching the whole area for any sign of reaction from her spell. After what felt like an eternity the smoke began to clear and she snarled in disappointment before turning around.

“They aren’t here. Move on to the next area! Except you!”

The Shaldoth jabbed her finger at the smallest minion amongst the lot of them. The other spider-men moved away from that one like it carried the plague and it clearly didn’t look forward to whatever task it was about to be set to.

“You stay out of sight and watch over this area. If they come back you come get me and only me! Fail in this and I shall tear your limbs off!”

The spider-man did its best to bow complacently but the Shaldoth was already charging off in another direction, the other spider-men running ahead of her. As soon as she was gone Ben heard Charmcaster exhale in a great burst and then whimper. He looked to her and saw her face had become flushed as she lay there gasping for air.

Though his heart pounded in his ears and his lungs ached Ben redoubled his effort to hold his breath. With his head swimming he turned the dial on the Omnitrix it to an alien he hoped would help and pushed the plunger down.

The black of the Omnitrix spread along his skin as green circuitry lines raced over his body. Upgrade’s liquid metal body had no need for air and Ben was relieved to find his senses returned to him, but he realized before he could help Charmcaster he had to make sure the spider-man couldn’t go get his mistress. He saw that he had settled on the roof of the hut and was squinting in their direction; the flash from the Omnitrix must have caught his attention.

Ben raced along the ground, a snakelike cord of black and green that didn’t disturb a single leaf. He shot straight up the side of the hut that the spider-man was peering from and slammed into him with enough force to send him airborne. The little creature shrieked in pained surprise but Ben had no time to be nice, he stretched an arm out to grab hold of him and smother his cries.

With the spider-man caught Ben wasted no time in racing back to Charmcaster, pulling her free of the tree roots with ease. He thought that getting her above what remained of the smoke would help but he quickly realized he had misjudged the situation in his panic. Charmcaster hadn’t been having trouble breathing, she had been panting as her body was thrown into a sexual overdrive.

Her face was flushed and her nipples peaked underneath her shirt. Both hands were furiously working at her pussy, her juices drenching her panties and running down her legs.

“I… I can’t… stop… help… meeee!” Charmcaster pleaded to Ben before she was overcome with an orgasm. Ben expected her to slump over as she came but instead she continued to jam her fingers in her pussy and rub at her clit as her moans grew louder.

Ben hurried Charmcaster and the spider-man into the hut where they would be away from prying eyes and Charmcaster cries of pleasure wouldn’t carry so far.

“What’s happened to her?” Ben asked the spider-man, his cycloptic eye/mouth doing its best to glare at him as he pulled back enough of his body to allow the creature to speak.

At first he was silent but after an aggressive squeeze from Ben his tongue was loosened.

“The mistresses do that to prey for amusement. The prey, usually two, mate until death.”

“Is there a way to stop it?”

“Death.”

“Another way!” Ben yelled as he fought the urge to throw the creature.

The creature shook his head and Ben felt his heart crack. There had to be something he could do, anything! Maybe if he went to the Shaldoth and begged they could stop it. Or maybe they would laugh and force him to watch Charmcaster die.

Ben was so distraught as he tried to think of something he almost didn’t hear Charmcaster call out to him.

“Ben! The… beach…”

“What? What about the beach?”

Charmcaster squeezed her eyes shut as she fought the urges tearing through her body.

“Nearly… drowned… saved me… do it… agaaaaaain!”

She arched as she came again, tears pouring down her face as it was becoming more painful than pleasurable.

Ben wasn’t sure what she meant at first but as his mind raced understanding suddenly clicked on like a light.

“You can’t… You want me to stop your breathing and then bring you back?” Ben asked, his whole form trembling at the immensity of what she was asking him to do.

Charmcaster thrashed her head back and forth in a nod before screaming as another orgasm shook her body.

Ben looked to the spider-man still in his grasp and stretched his arm out across the room, depositing him in the corner farthest from the door.

“If you move so much as a step towards the door I’ll kill you,” Ben said, his voice completely flat as dread filled him.

The creature nodded in understanding and turned to face the corner, leaving Ben alone with the task that terrified him beyond belief.

Charmcaster was squirming on the ground, writhing in as much pain as pleasure. Ben rolled over her body, encasing her within his body until only her head was left uncovered. She cried and moaned as Ben pinned her arms to her side, her body fighting to keep masturbating to death. Ben did his best to ignore her cries as he focused on the pulse in her neck, he wanted to be sure he could feel that through his metal skin before he went any further in this madness.

Once he could feel her galloping pulse he tried to be as quick as possible, covering her mouth with a film and plugging her nose with two tendrils. Ben wished he could block out his senses as he felt Charmcaster struggle, her whole body rocked with wild spasms as he suffocated her. It almost became too much for him as a scream rumbled uselessly in her chest and then she began to grow still. Ben wanted to be sick as her pulse grew weaker and weaker and he hated the fact that he couldn’t get rid of that sensation because of the body he was in.

He almost screamed when her pulse finally stopped but instead he sprung into action. He began pushing on her chest as the film over her mouth ballooned out until it looked like a pump from an emergency room. He pushed air into her lungs through the pump and resumed chest compressions but Charmcaster just lay there still as a stone.

“Come on! Wake up Charmcaster! Wake up!”

Ben was shouting as he began to panic again, his fear triggering a reorganization of the nanites that made up his body. There was a soft whine in the air and then Charmcaster’s whole body jumped as a jolt of electricity was passed through her. Ben almost didn’t realize what he had done but he froze as he felt the pulse in her neck flutter before stopping again. He put all his focus into creating another shock and his vision swam as he used the energy of his own body.

Charmcaster’s body flopped again but there was no response from her heart. He zapped her again and again while pumping her chest and working air into her lungs, he could feel himself growing weaker with each discharge but he wasn’t going to stop.

Ben became aware of his body crumbling into metallic dust as the energy that powered it was passed into Charmcaster, already his feet were gone and it was slowly traveling up his body. But none of that mattered because he still had enough juice for one more try.

“Charmcaster!” Ben yelled as he shocked her with the last of his energy. 

Charmcaster’s eyes flew open as the electricity shot through her, her heart kick-started back into working. She gasped and rolled onto her side as coughing racked her body. Once she could breath she looked up from the ground and over her shoulder.

What was left of Ben was kneeling there beside her, the edges of his body eroding away faster and faster.

“B-b-Ben?” Charmcaster stuttered, her eyes going wide.

“It worked, it worked, thank God,” Ben sounded exhausted and his voice seemed very far away as he spoke.

“Ben, what’s happening?” Charmcaster asked as she sat up, propping herself up with one arm.

“I burned up all the power I had as Upgrade, this body isn’t able to hold itself together.”

“Change back!” Charmcaster demanded as tears poured down her face.

“Don’t… think… can… stay… with… Grandpa… Gwen… tell… love… them… you…”

Ben’s words were broken bits that were barely more than a whisper as his body deteriorated until just his head and the Omnitrix symbol were left. Charmcaster reached out and caught them before they could fall to the ground, cradling the remains as tears rained down on them.

“Good… bye…”

Sobs racked her body as Ben’s last words rang in her ears and she squeezed her eyes shut tight as if she could deny the reality of what just happened if she didn’t see it. She couldn’t take losing someone else like she lost her parents, it was too much for her. And then through her eyelids she saw a flash of green and her arms were suddenly full.

Her eyes sprang open to find she was cradling an unconscious Ben, the look on his face one of restful sleep. Tears still sprang from Charmcaster’s eyes as she kissed Ben, expecting his eyes to flutter open but instead he remained asleep. She shook him to no avail and finally laid him down so his head rested on her lap.

She ran her hand through Ben’s hair as she tried to think, she was still rather disorientated from her resuscitation. A small cough caught her attention and she turned her head to find the spider-man Ben had set in the corner. It had turned around and was studying them with a tilted head.

“May I help mistress?”

Charmcaster blinked in confusion as she wiped drying tears from her eyes.

“What?”

“May I help?”

“Don’t you serve the Shaldoth?”

“Did, mistresses will kill me now for failure. Want to live, want to serve mistress and master that show such kindness.”

Charmcaster let the creature’s words sink in as she studied Ben’s face. What would he do with this sudden turn of events? Almost immediately an idea came to her.

“Do you know where the Shaldoth store the energy they take from everything else on the island?”

The spider-man nodded slowly and Charmcaster kissed Ben for inspiring her before carefully setting him on the ground. She stood up and looked to the spider-man with a fierce grin.

“Then I want you to take me there, I’m getting my magic back!”


	7. What was Lost is now Returned

She had named the spider-man Orbus and now with his new name he proudly led the way through the jungle. Charmcaster ran behind him as the sun dipped into the ocean, the already cooling air pulling at her silver hair. She carried a new spear in either hand and had a dagger like stick tucked into her skirt. She hoped to sneak in undetected but she knew it would be foolish not to expect trouble.

Before she had left she had hidden Ben back beneath the tree roots they had been using. He still showed no signs of waking up and she could only pray that it was merely a side effect of using the Omnitrix to such an extreme. She had thought about staying with him but just sitting there would have filled her with a sense of such utter uselessness. She had been nothing but victim or hostage ever since she had gotten to this damn island and she was determined to get her magic back and do the one thing she knew Ben wouldn’t be able to bring himself to do.

They had been running for some time now and Charmcaster’s breath was becoming labored as Orbus continued to charged forward. The scenery began to change quite suddenly as a cliff face appeared in the distance. The trees began to thin and soon they left the cover of the forest entirely to take a narrow ledge hugging the side of the cliff. The path was barely more than three feet wide and Charmcaster was very aware of the sheer drop to her right, especially as they kept rising in the air. Fortunately Orbus slowed as the path widened out into a small plateau and motioned for her to do so as well. She crouched as she crept up beside him, feeling exposed against the side of the cliff.

“Must go slow, others patrol here,” Orbus said.

“Do you think we might convince them to join us?” Charmcaster asked, it couldn’t hurt to turn as many of the Shaldoth’s minions against them as possible. They might even do her work for her.

Orbus shook his head, “No, too scared and they not dead already like Orbus.”

“None of us is dead yet,” Charmcaster said reassuringly. She had been uncertain of the spider-man at first, convinced he intended to lead her into a trap but he already helped her avoid one group of spider-men back near the hut as she hid Ben.

They moved in short bursts, using rocks and stands of bushes for cover and slowly they began to travel upwards again. By the time they stopped Charmcaster was able to look out over most of the island. The moon cast a green light over everything and it made the treetops blend into the sea on the horizon, making it look like the mountain they were climbing jutted straight out of the ocean.

“Over here mistress,” Orbus said, directing her gaze to a cave near the lower of the two peaks that topped the mountain. “There is a cavern, it is sealed by mistresses’ magics but there is a path Orbus knows.”

They kept their distance from the entrance and circled around to a sheer side of the peak. Orbus led her to a small stand of twisted and gnarled trees that grew right up against the side of the mountain and a few even sprouted defiantly out of the near vertical rock wall.

Charmcaster watched as Orbus skittered up the wall like it was perfectly level with the ground. When he reached the highest tree jutting out of the side of the mountain he began tugging at the tree’s thick roots. Charmcaster had no idea what he was doing until a few chunks of rock tumbled down the side of the mountain to clatter at her feet. In a flash she dropped her spears to grab hold of a tree trunk and pull herself up. She clambered from tree trunk to tree trunk until she could stand atop one and reach the roots that Orbus was still pulling at.

He had the start of a hole in the mountain side and it was only growing larger as he worked at. Together they managed to smash a hole big enough for Charmcaster to get through and from what she could tell with the moonlight overhead was that the tree roots had burrowed so deeply into the rock that they had turned a dead end crawl space into a tunnel. Charmcaster leaned back and sighed as she considered the hole and her next move.

She climbed back down to retrieve her spears and slid them into the hole before turning to Orbus.

“Orbus, go back to Ben and watch over him. If he is awake do not tell him where you brought me. Understood?”

The little spider-man was hesitant, his eyes darting between the hole and her before he finally bowed his head.

“Understood mistress. Please return safe,” He added the last part softly before turning and scurrying down the mountain, taking a more direct path right down the sheer side.

Charmcaster watched him go with the slightest of trepidation before giving herself a shake and leaning toward the hole. It took some effort to get a sturdy enough grip so she could pull the rest of her body through the hole and once she managed it she took a moment to catch her breath. Her eyes slowly adjusted as she situated herself so she could push the spears ahead of her and as she looked down the tunnel there was a pinprick of light like a distant star.

The first several yards were a struggle, the tunnel narrowed where the roots had just broken through to the crawl space and Charmcaster earned several scrapes from having to force herself through a few too tight spaces. Even once she was beyond that and it grew wider by inches moving was an arduous task. Dust was stirred up by her movement and jagged pieces of rock were always waiting to dig into her flesh, forcing her to move at a blind, choking crawl.

Charmcaster forced herself to keep going as the light at the other end grew ever brighter. Finally the tunnel opened even further and she was able to push up onto her hands and knees, her breath coming a little more easily now that she wasn’t breathing in the dust so directly. As she got closer to the light she was able to make out a curtain of cob webs that hid the opening from the other side. She inched forward as quietly as possible until she could peer into the cavern the tunnel opened out into.

The chamber wasn’t as large as the one the Shaldoth resided in but this was filled with crystals that shone with an intense light. They were everywhere, they even made up the floor and Charmcaster could feel the power that radiated off of them. This was definitely where the Shaldoth stored the energy they stole from everything on the island.

Charmcaster judged the drop before sliding her spears to the ground and then climbed down until she hung from the opening. Her bootless feet were almost completely silent as they struck the crystal floor but she still spun her head this way and that, wary of anything waiting for her.

It was hard to tell with the light shining in her eyes everywhere she looked but she thought she was alone and so picked up her spears and began slowly moving along the wall. She held both spears in one hand and ran her other hand along the wall to help her find her way as she walked with her eyes closed. Though it made moving across the uneven crystal floor trickier doing so blocked out the distracting light and made it easier to sense her magical energies mixed in amongst all the life forces that were gathered here.

Her brows furrowed as she sensed her way through the energies in the crystals, it was a magical version of a needle in a haystack. Sifting through the harvested life forces of other beings was something she had never attempted before and the feeling she got from the energies pulsing around her made her nauseous, like there was the taste of rot on her tongue. Finally she felt the faint tug of energy that was like a chord being struck through her whole body.

Through narrowed eyes she looked out across the chamber and saw one crystal at the heart of them all that was a soft purple. She tried to hurry across the uneven ground but found it so hard to see where her footing was she had no choice but to go slowly, leaning on crystals that jutted up at odd angles to help keep her balance.

The terrain continued to prove deceptive as Charmcaster slid down a column and discovered the crystal containing her magic was now above her and a sheer rampart of crystal before her. There was no other way up, the trench she found herself in encircled the mound and the barrier was nearly vertical on all sides. Stopping back where she first started she found herself glaring at the impassible wall.

There had to be some way to get up there but without her magic it was physically beyond her. It was infuriating, being able to feel the pull of her magic but unable to reach it, to reclaim it!

As the injustice of it all nearly brought her to tears an idea occurred to her. If she could feel her magic pulling her maybe she could make the opposite true. Charmcaster sat down with her back against the crystal mound, legs crossed and her hands on her knees. She closed her eyes and focused on that tugging sensation that had first caught her attention. It was stronger now, almost like a constant strumming of a guitar string that vibrated through her whole body.

Charmcaster turned all of her attention to a split second in time, the cresting of the moment the “string” became taught and in that instant of time she latched onto the force pulling at her and yanked back on it with all her willpower. At first there was stillness and then Charmcaster doubled over as the force wrenched in her mental grasp, drawing the “string” within her painfully taught, almost to the point of snapping. She grunted with the effort to keep her hold on her magic and sweat instantly beaded on her forehead as her strength wavered, but after a few seconds of eternity her grip held and the barest of links was established.

After being stripped of her magic for three days the smallest of trickles felt like a raging river within her. She felt vibrantly alive and wanted to call down lightning from the sky to revel in her joy. After several deep breaths she gained control of her exuberance and opened her eyes, her irises aglow with the energy pooling within her.

She stood and turned to the mound she had been resting against, placing the tips of her thumb, index, and little fingers of her right hand against the crystal. The white crystal turned pink before shuddering to life and sinking into the ground to form a step. Crystals all over the mound followed suit, forming a spiral staircase that windingly brought Charmcaster to the top. She confidently strolled up the stairs and as the purple crystal finally came within reach a hungry smile creased her face.

“You’re so very clever, it’s a shame you weren’t born one of my sisters.”

Charmcaster spun to find the largest Shaldoth clinging to the wall of the cavern, looking down on her with her arms crossed in a superior manner.

“Then again I’ve always hated competition so I think no matter what, this is how it would have ended,” the Shaldoth said with a sinister smile before swinging her arms in a practiced motion. Strands of webbing materialized, forming a great net that arced toward Charmcaster and would pin her down if she did nothing.

But this time Charmcaster wasn’t powerless, she stepped back so her left hand came to rest against the crystal containing her magic and raised her right hand, giving the Shaldoth a smile of her own as she snapped her fingers. No simple spark jumped from her finger tips, gouts of fire raced through the air, consuming the webbing in a flash and leaving nothing but ash to rain down around Charmcaster.

Charmcaster didn’t let up, she snapped her fingers again and another column of flames sped towards the Shaldoth. The Shaldoth held her arms out before her, her palms facing the fire and the attack washed across an invisible barrier, leaving the Shaldoth unharmed.

“Impressive, unlike your mate you don’t hesitate to kill.”

“Just something that I know needs doing,” Charmcaster replied as she drew on the magical energy contained in the crystal, readying it for any number of attacks or defenses.

“How do you plan to kill me when we are so evenly matched and I have the greater pool of magic to draw from?” The Shaldoth sneered.

“About that, I was thinking since you stole mine that I could return the favor,” Charmcaster said as the crystals of the mound went from being pink to lavender. The color change began to seep into more crystals before the Shaldoth screamed in outrage and unleashed a bolt of raw force at Charmcaster. Charmcaster made a rising gesture with her hand and a slab of crystal leapt into the air to block the blast, exploding as it made contact with the destructive energy.

Charmcaster had several spells on the tip of her tongue as she waited for the dust to clear but the Shaldoth was just glaring at her with arms crossed.

“I had hopes of taking you alive but you’ve just become too dangerous for me to allow that!”

Charmcaster tensed in anticipation of an attack but the Shaldoth remained still. She began preparing an attack of her own as the seconds piled atop each other when several thunderous cracks drew her gaze to the ceiling of the chamber. Crystals all over the ceiling lost their glow as they began shifting and grinding against each other, making Charmcaster think the Shaldoth meant to bury her beneath the rubble. But as she watched the crystals didn’t fall down on her head, they unfolded.

She watched with widening eyes as columns of darkened crystal lowered themselves to the ground until there were eight of them all around the chamber. She was still trying to figure out what they were when she saw into the murky depths of a column and was able to make out a massive limb. She nearly fell over with the realization that they were legs and her eyes shot skyward to confirm her fear. All but the outer edge of the ceiling turned out to be part of the massive creature and as its body continued to shift and stir she saw its head, that of a woman’s, if on a giant scale.

“Our mother,” the Shaldoth called out to Charmcaster over the rumbling cacophony. “Unfortunately for her, she was unaware of the hunger her daughters’ possessed.”

The Shaldoth laughed as the massive head looked down at Charmcaster, revealing dead eyes in sunken sockets and skin half rotted away, exposing gleaming bone. Every step from the undead Shaldoth shook the whole chamber, forcing Charmcaster to grab hold of crystals around her to keep herself upright.

She could already tell there was no she would be able take more than a few blows from the undead monstrosity before her magic was depleted. That meant she had to get away, but she couldn’t do that without leaving behind all the crystals she had converted. She knew that whatever she did manage to take with her wouldn’t hold a candle to the stockpile of energy the Shaldoth had and they would bring it all to bear against her and Ben if she didn’t do something. Indecision froze her in place as the undead Shaldoth finished turning to face her.

Just as she made to grab the center crystal and run for it a new kind of rumbling filled the air, quickly growing louder. Charmcaster turned to the hole she had crawled through and threw her hands up protectively as something exploded out of it. For a second all she could see was a yellow blur as it flew through the air and ricocheted off every surface, including the giant Shaldoth, which it slammed into with enough force to knock the monster into the far wall from the hole. When it finally stopped moving she recognized the big yellow ball that unfolded into an armored alien whose face and chest seemed to be the same thing.

“Looks like I got to the party just in time,” Cannonbolt said, turning his whole body to look around the chamber.

Charmcaster wanted to laugh in relief but instead she uttered a syllable of power and Ben’s alien form rose from where he stood and came to rest beside her on the mound. They shared a smile before Ben turned and pointed to the Shaldoth who was looking on with anger etched into her face.

“How come the Itsy Bitchy Spider isn’t trying to blast us to smithereens?”

Charmcaster narrowed her eyes as Ben made a good point. She studied the Shaldoth and the undead monstrosity before reaching a conclusion.

“She can’t, all her focus is on animating the giant corpse.”

“Well then why don’t I just squish her and solve both problems?”

Charmcaster was surprised by Ben’s suggestion and it must have shown because Ben added, “Getting up here gave me time to think. You were right, it’s us or them and I would rather it be us.”

“Actually, I’ve had another idea about that,” Charmcaster said with a smirk, earning a surprised glance from Ben with one eye opened wide.

“Fight the corpse, keep her distracted, and watch my back. I’m going to cut off the Shaldoths’ power at the source.”

“Piece of cake, which is the first thing I’m going to eat when we get back,” Ben said with a laugh, curling into a massive ball and rolling down the mound, building tremendous speed and using the other side of the trench as a ramp to hurtle through the air.

Charmcaster turned her attention from the fight to the crystals below. Out of the corner of her eye she saw her forgotten spears and summoned one to her hand. With the tip of her spear touching the ground she closed her eyes to get a better feel of the energy and how she needed to direct it to do what she planned.

Ben was using the close quarters to full effect as Cannonbolt, bouncing around the small cavern to hit the undead Shaldoth with tremendous force. The corpse couldn’t keep up with him as he bounced beneath it, striking its legs like a pinball machine until the encasing crystal shattered, leaving the rotting monstrosity unable to support itself on its decayed legs.

The Shaldoth screamed at Ben and cast a blast of energy at him with a wave of her hands.

“Ha, is that the best you can do? I’ve survived planetary reentry!” Ben yelled as he hit the blast head on and kept barreling towards the Shaldoth, forcing her to leap to safety. Their attacks became an interesting dance, the Shaldoth constantly running or leaping out of the way and Ben rebounding from every attack. Not even her webbing could slow Ben down, every time she tried to trap him with the super strong spider silk he tore through it like it wasn’t even there.

Finally frustration and desperation seemed to get the best of the Shaldoth and she slammed her hands together, creating a shockwave that rippled forth through the air. It hit Ben and he found himself halted in place, suddenly robbed of all his momentum. He dropped out of the air and uncurled, a massive paw rubbing at the back of his head.

“Nice trick but this fight is over,” Ben said.

“Insolent fool, it has just begun,” the Shaldoth spat back.

“I think she’d beg to differ,” Ben said as he pointed with a claw.

The Shaldoth turned and her eyes widened at the sight of Charmcaster floating in the air with her arms held out wide and her spear hovering in front of her, an aura of violet energy pulsing around them both. Below her more of the crystals were transforming into amethyst versions of themselves, the process had covered almost the entire floor.

The Shaldoth hissed as she raised her hands to attack Charmcaster but nothing emanated from her fingertips. The look of shock and horror on her face made Charmcaster smile as the whites of her eyes shown with purple light.

“You should have protected your magic better, now you can kiss it goodbye!”

Charmcaster raised her hands over her head and made a powerful downward pushing motion. The spear responded by shooting toward the ground and striking it with a thunderous boom and flash of light. Immediately the light died in all the crystals that had been altered by her, leaving only the original repository of her magic to glow in the sudden darkness.

Neither Ben nor the Shaldoth had to wait long to find out what Charmcaster had done as the whole chamber began to quake. Tremors shook everything and they were growing stronger by the second.

“What did you do?” Ben yelled as he teetered this way and that, his arms out to either side. Cannonbolt was already one of his least graceful aliens and with everything shaking around him it was impossible to keep his balance.

“I awoke the dormant volcano within this mountain. It will tear this place apart and the Shaldoth will have no place to hide.”

“What about us? Where do we hide from a volcano?”

Before Charmcaster answered him she pulled the purple crystal free from its cradle among the others.

“We’re going home, so do you think you could get us out of here before it explodes?”

Ben smiled as he unsteadily turned towards Charmcaster and began rolling towards her. He leapt into the air to grab her on the way out but before he reached her the Omnitrix began beeping and Ben found his human form flying through the air toward Charmcaster. Neither was ready for the untimely transformation and the collision sent them both sprawling.

Ben groaned as he picked himself up off the ground, a hand gingerly probing the beginnings of a goose-egg on his head. He looked for Charmcaster but only saw the crystal containing her magic. Despite his body’s protests he slowly made it to his feet to retrieve it, before he took his first step though a massive form loomed over it.

The Shaldoth and Ben’s eyes met before she smiled viciously as she stooped to reach for the crystal. Ben broke into a dead run across the short distance and slid feet first, snatching the crystal away from the Shaldoth just as her claws were about to close on it. The hiss that emanated from her as she spun made Ben’s hair stand on end and he rolled to avoid a blow from one of her legs as she tried to trample him.

“I will have her magic and then I will watch as you two are consumed in the fires of the eruption,” the Shaldoth screeched as she continued to lash out at Ben with her legs.

Ben held the crystal close to his chest like a football as he dodged her attacks while trying to find Charmcaster. It had been hard to see with the crystals all aglow but now that they were all dark Ben found himself nearly colliding with pillars of crystal that stabbed upwards at odd angles. The Shaldoth barreled after Ben, smashing through anything that stood in her way.

The terrain was becoming more unstable by the second and Ben tripped as the ground beneath him split apart and caught his foot. He went sprawling and the crystal flew out of his grasp, bouncing ahead of him to rest several feet away.

The Shaldoth laughed triumphantly as she came upon Ben, rearing up so she towered over his prone form even more so as she readied her claws for a killing blow.

“Here Ben! Catch!”

Ben’s head snapped toward Charmcaster’s voice to see her running along a raised chunk of terrain, tossing him her other spear as she drew her crude dagger. Ben snatched the spear out of the air as the Shaldoth lunged at him. The world went momentarily white with pain as he braced it against the ground but he could feel the shock of impact through the spear and a howl of pain filled his ears. The spear nearly pulled free of his grasp but he held on for dear life and was yanked off the ground. He could feel dampness on his left eye so through a squinted right eye he tried see what had happened.

The first thing he saw was his spear sticking out of the Shaldoth’s chest, one of her hands clutching the end protruding from her body. Her other hand was clapped to her neck where he could see green ichor leaking between her fingers. And then his eye fell on Charmcaster, standing atop the Shaldoth’s arachnid body with a hand full of her pale hair, yanking her head back. A savage snarl escaped her as her arm arced forward to deliver another death blow with a dagger already drenched in green blood. Ben felt the tremor run through the Shaldoth’s whole body as Charmcaster struck true and life fled the Shaldoth.

Charmcaster rode the body to the ground as Ben let go of the spear and rolled away from the corpse. She left her dagger sticking out of the Shaldoth’s neck as she stepped off the body and hurried to Ben’s side. Up close she could see that the left half of his face was covered in drying blood from a gash on his forehead. She put a hand around his waist to help steady the both of them as it began to feel like the cavern was going to shake itself apart.

“Where’s the crystal?!” Charmcaster shouted as the rumbling made it impossible to be heard otherwise.

Ben pointed further ahead where the vibrations were causing the chunk of amethyst to skitter across the floor. They tried to hurry as they stumbled forward but the crystal suddenly jumped away from them, tumbling through the air towards a newly opened chasm.

“No!” Charmcaster cried as she leapt forward, sliding across the ground towards the chasm. Her upper body went over the lip of the chasm and her hands closed around the crystal just as it fell below the surface. As Charmcaster hung there precariously she saw past the crystal and into the depths of the earth where there was a faint light boiling upwards. Her breath caught in her throat as the heat suddenly intensified into a wall of burning pressure and just as it reached the tipping point of agonizing she was yanked backward. She gasped for breath as an eruption of burning gas shot into the air out of the chasm. Ben let go of her ankles so he could pull her to her feet and together they stumbled away from the newly formed vent as it continued to discharge its deadly breath.

With Ben half blind and Charmcaster still choking from her glimpse into the chasm they were in poor shape to flee for their lives. They clung to each other as they searched for a way out when the ground buckled beneath them, their feet falling out from underneath them as the world suddenly tilted. They slid out of control, barely able to hold on to each other as the chute finally dumped them onto more level terrain. They groaned in unison before Ben looked up and began laughing. Charmcaster watched him worriedly before following his gaze and allowing a sigh of relief to escape her. In front of them was the entrance to the cavern and with no magic to power the Shaldoths’ wards they were able to run through the opening unhindered.

The cool night air breathed new life into them as they gulped it down, pausing momentarily to take in the situation of the mountain tops. Ben blinked as what looked like snow suddenly blew in front of his face. He reached out to catch one and wrinkled his nose in surprise when it felt hot and left a soot mark on his palm.

“Volcanic ash,” Charmcaster said, pointing to the larger mountain peak. The top of the mountain was gone and black and grey clouds spewed into the sky, obscuring much of the moonlight.

“Not good,” Ben replied, recalling vague bits of one of Gwen’s ramblings about how dangerous volcanoes could be. He grabbed Charmcaster’s hand and began moving down the mountain, looking for some kind of path to make the going easier. “Can you get us home?”

“Yes… no… maybe,” Charmcaster said hesitantly, biting at her lip as she glanced at the crystal under her arm.

“Maybe? What’s the problem?” Ben asked, stopping to look at Charmcaster.

“The energy in this crystal is only enough for one try and it might not work anywhere but the bay where we arrived. We can’t get there before the volcanoes make this whole island too toxic for us to survive.”

Ben looked beyond Charmcaster to see the clouds billowing out of the other mountain top, they weren’t rising very high and he realized she was right. In a matter of minutes those clouds of choking ash were going to envelop the entire island, suffocating everything. There was no way the Omnitrix would recharge in time to save them.

He stared hard at the red face plate of the alien device before a smile spread across his face and he looked up at Charmcaster.

“Do it, cast the spell.”

“Tennyson, I don’t think you heard me. It might not-”

“It’s alright,” Ben cut her off. He took her hand in both of his and squeezed it gently. “I believe in you and no matter what we’ll be together.”

Charmcaster tried to fight the tears but they came unbidden, she wanted to hit Ben for making her cry with death about to come crashing down onto them. She squeezed his hand before slipping free of his grasp and holding the crystal in both hands.

With the amount of power in her hands casting a spell became easier in some ways. She didn’t need ingredients or a focus for the magic to channel through but her will had to be absolute, any weakness on her part and she could kill them both. That fact didn’t bother her as much as it should have, with Ben at her side she suddenly felt like she could do anything.

She closed her eyes as she drew on the power and felt it flow through her, filling her with light. In her mind she began creating a pattern, circles within circles and runic symbols layered between them. As the complexity of the pattern grew she poured the magic into it and the pattern suddenly flickered into life in the air before her. The whole design grew brighter as she focused her desire, her _need_ , to return to Earth into an arrow that would punch through time, space, and dimensions until it found the place she was looking for.

Charmcaster reached out and touched the center of the design hanging in the air and the symbols began to blur together, turning into a whirling vortex of purple energy that grew larger and larger until the entire pattern had been swallowed by the expanding portal. The crystal dropped from her hands and her body sagged as the magic left her but Ben was there to catch her and she suddenly wished they could afford the time to stand there in each other’s embrace.

“Is it ready?” Ben asked, having to raise his voice over the rumbling of the mountain and howling winds.

In answer, Charmcaster cupped his face in her hand and brought their lips together. Her other hand found his and their fingers tightly entwined around each other before they parted. Charmcaster wiped tears from her eyes as they both stared into the portal and in unison they stepped forward.

The portal winked out of existence on the slope of the mountain and seconds later the slope was gone as the second peak erupted.

***

Max Tennyson wished he could blame the tremor in his hand on stress but he was a man used to working under pressure. He wouldn’t have done so well as a Plumber battling against alien criminals and space tyrants if he wasn’t. He wished he could blame it on his age but even though time had turned his hair grey it hadn’t weathered his body or focus. Even though he’d been up all night it wasn’t exhaustion either  
That tremor in his hand was fear, fear for his grandson’s life. He didn’t like that it had such a hold on him.

He sighed and set down the soldering gun, pushing the device he’d been working on away from him as he looked over his shoulder. He massaged his wrist as he studied his granddaughter, Gwen Tennyson, from where she sat at the dining table in his motor-home known as the Rustbucket.

If fear was wearing him out, guilt was nearly tearing her apart. She was hunched over a small book, eyes red from crying focused intently as she studied line after line of magical text. Yesterday, Gwen, Ben, and himself had been involved in a fight against a young sorceress who held a personal grudge against them. Gwen had tried to keep her from casting a spell by casting one of her own but it had backfired and created a powerful vortex that had pulled both the sorceress and his grandson into it. They had disappeared without a trace and he knew Gwen was blaming herself for what had happened to her cousin. She had studied the book of spells she possessed into the late hours of the night before quietly crying herself to sleep.

Max had wanted to comfort his granddaughter but the responsibility of getting Ben weighed heavily on him and he had spent all night working on several old Plumber devices that he was jury-rigging to work together. With any luck he’d be able to track Ben by the Omnitrix, the unique piece of alien technology had an energy trail that he could lock onto if he adjusted the sensors of the equipment.

It was a daunting task and wouldn’t get done any sooner just by thinking about it Max told himself as he pulled the device close again and picked up the soldering gun. Just as he was about to touch the gun to the circuitry he was installing, fuchsia light flooded the interior of the Rustbucket. It poured in through the windows on the passenger side and caused Max and Gwen to jump to their feet.

Max grabbed one of the other devices that had littered the table and with the press of a button it went from being a cylindrical tube to a small blaster gun. When he turned to look for Gwen she was already at his side, trying to look into the blinding pink light unsuccessfully.

“Gwen, stay behind me,” Max ordered, training and instincts kicking in as he approached the camper door. Gwen obediently stayed behind him but he could tell she was ready to spring into action if the light was what they both thought it was.

He grasped the door handle and slowly turned until he could inch the door open, leveling his blaster at the opening as he did so. The light made it hard to see but through narrowed eyes he was able to make out a whirling vortex of energy hanging in the air. He shoved the door open and checked his immediate left and right before lowering the blaster slightly as he scanned the rest of the area.

His eyes were peeled for any sign of danger but it was Gwen who cried out, “Ben!” as she rushed past him.

Max spun to see two figures sitting in the dirt below the vortex. Despite Gwen’s hopeful cry the light of the vortex made it impossible to tell who they were. Max chased after Gwen, fearing she was running into danger when the portal disappeared just as suddenly as it had come. They both stopped as they were able to get their first real good look at the two figures in the morning light.

It was definitely Ben, and the other figure turned out to be Charmcaster, but the two of them looked like they had been through a warzone. They were both covered in dirt, scratches and bruises, and that was just the beginning. Ben was shirtless and half his face was covered in dried blood. Charmcaster was wearing the tattered remains of Ben’s shirt and a skirt that was little more than rags.

The two of them looked up at Gwen and Max silently before they turned to one another and threw their arms around each other.

“You did it! You did it! I knew you could! I knew it!” Ben whispered fiercely.

Charmcaster couldn’t manage words, tears rained down on Ben’s shoulder as relief robbed her of her voice.

“Grandpa?” Gwen asked as she stepped back, looking to her grandfather with a raised eyebrow and a look of shock bordering on disgust.

“Go get the first-aid kit under the kitchen sink,” Max told her, mainly because he didn’t have an answer for her. Gwen kept glancing over her shoulder as she moved to the Rustbucket.

Max leveled the blaster at Charmcaster more out of precaution than any sense of danger as he stepped closer.

“Ben?”

Ben looked up at Max and jumped to his feet to throw an arm around him in a hug. Max hugged his grandson in return and couldn’t help but notice that Ben’s other hand was still holding Charmcaster’s. He lowered his blaster as he put his hand on Ben’s shoulder and looked his grandson in the eyes.

“What happened?”

Ben turned to Charmcaster and helped her to her feet before looking back to Max. The way he casually wrapped his arm around the teenage girl’s waist had Max’s eyebrows raised.

“It’s kind of a long story Grandpa. Do you think the Rustbucket has room for one more?”

**Notes for the Chapter:**

> Hope you enjoyed this story folks. I'll be posting an original piece tomorrow and then I'll begin the sequel to this piece while alternating with other stories.


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